SALE AND PURCHASE AGREEMENT买卖合同
英文购销合同范本5篇
英文购销合同范本5篇篇1Purchase and Sale AgreementThis Purchase and Sale Agreement (the "Agreement") is made and entered into as of [Date], by and between [Seller], with a business address at [Address], (the "Seller"), and [Buyer], with a business address at [Address], (the "Buyer").1. Sale and Purchase of GoodsSubject to the terms and conditions of this Agreement, the Seller agrees to sell and the Buyer agrees to purchase the following goods (the "Goods"):- Description of Goods: [Description]- Quantity: [Quantity]- Price: [Price]2. Delivery and AcceptanceThe Seller shall deliver the Goods to the Buyer at [Delivery Location] on or before [Delivery Date]. The Buyer shall accept the Goods upon delivery and inspect them for any defects ordamages. The Buyer shall have [Number] days from the date of delivery to notify the Seller of any non-conformities or defects in the Goods.3. Price and PaymentThe total purchase price for the Goods shall be [Total Price]. The Buyer shall pay the Seller the total purchase price within [Number] days from the date of delivery. Payment shall be made in [Currency] by [Payment Method].4. Title and Risk of LossTitle to the Goods shall pass to the Buyer upon delivery and acceptance of the Goods. The risk of loss or damage to the Goods shall pass to the Buyer upon delivery and acceptance.5. Representations and WarrantiesThe Seller represents and warrants that:- The Seller has good and marketable title to the Goods.- The Goods are free from any liens, encumbrances, or claims of third parties.- The Goods are in good condition, merchantable, and fit for the purpose for which they are intended.6. Limitation of LiabilityThe Seller's liability under this Agreement shall be limited to the purchase price of the Goods. In no event shall the Seller be liable for any consequential, incidental, or punitive damages.7. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of [State]. Any disputes arising out of or relating to this Agreement shall be resolved through arbitration in accordance with the rules of the American Arbitration Association.8. Entire AgreementThis Agreement constitutes the entire agreement between the Seller and the Buyer with respect to the purchase and sale of the Goods and supersedes all prior agreements and understandings, whether written or oral.IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.Seller: [Signature]Buyer: [Signature]篇2Sales ContractThis Sales Contract (“Contract”) is entered into on [Date], by and between [Seller], with a principal place of business at [Address], and [Buyer], with a principal place of business at [Address].1. Sale of Goods: Seller agrees to sell to Buyer, and Buyer agrees to purchase from Seller, the goods described as follows:- Quantity: [Quantity]- Description: [Description]- Price: [Price]- Delivery Date: [Delivery Date]2. Price: The total price of the goods sold under this Contract is [Total Price]. The price includes all taxes, tariffs, and other expenses related to the sale of goods.3. Payment Terms: Buyer agrees to pay Seller [Payment Terms] upon receipt of the goods. Payment shall be made in [Currency].4. Delivery: Seller shall deliver the goods to Buyer’s address in accordance with the agreed-upon delivery date. Seller shall use its best efforts to ensure timely delivery of the goods.5. Inspection and Rejection: Buyer shall have [Number] days from the date of delivery to inspect the goods. If the goods are found to be defective or not in accordance with the specifications, Buyer shall notify Seller in writing within the specified timeframe.6. Risk of Loss: The risk of loss for the goods shall pass from Seller to Buyer upon delivery of the goods to Buyer’s address.7. Governing Law: This Contract shall be governed by the laws of [State/Country]. Any disputes arising out of or related to this Contract shall be resolved through arbitration in [City], [State/Country].8. Entire Agreement: This Contract constitutes the entire agreement between the parties concerning the sale of goods and supersedes any prior agreements or understandings, whether written or oral.IN WITNESS WHEREOF, the parties hereto have executed this Contract as of the date first above written.[Seller]Name: [Name]Title: [Title][Buyer]Name: [Name]Title: [Title]篇3Sales ContractThis Sales Contract (hereinafter referred to as the "Contract") is entered into by and between the Seller [Seller's Name], with a registered address at [Seller's Address], and the Buyer [Buyer's Name], with a registered address at [Buyer's Address], on [Date of Contract].1. Subject of the ContractThe Seller agrees to sell and the Buyer agrees to purchase the following products (hereinafter referred to as the "Products"):- Description of Product 1- Description of Product 2- Description of Product 3- Quantity: [Quantity]- Price: [Price]2. DeliveryThe Seller shall deliver the Products to the Buyer's address at [Buyer's Address] within [Delivery Timeframe]. The delivery shall be made by [Delivery Carrier]. The Seller shall provide all necessary documents related to the Products to the Buyer upon delivery.3. PaymentThe Buyer agrees to pay the Seller the total amount of [Total Amount] for the Products. The payment shall be made in [Currency] through [Payment Method] within [Payment Timeframe]. The Buyer shall bear all bank charges related to the payment.4. Inspection and AcceptanceUpon delivery of the Products, the Buyer shall inspect the Products within [Inspection Period] days. If the Products are found to be damaged or not as described, the Buyer shall notify the Seller in writing within the Inspection Period. The Seller shall replace the damaged Products or provide a refund to the Buyer.5. WarrantyThe Seller warrants that the Products are free from any defects in materials and workmanship and comply with allapplicable laws and regulations. The warranty period shall be [Warranty Period].6. Force MajeureNeither party shall be liable for any delay or failure to perform its obligations under this Contract due to events beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, strikes, and natural disasters.7. Governing LawThis Contract shall be governed by and construed in accordance with the laws of [Governing Law]. Any disputes arising out of or in connection with this Contract shall be resolved through arbitration in [Arbitration Venue].8. Entire AgreementThis Contract constitutes the entire agreement between the Seller and the Buyer and supersedes all prior agreements and understandings, whether written or oral, relating to the subject matter of this Contract.In witness whereof, the Seller and the Buyer have executed this Contract as of the date first above written.Seller: [Seller's Signature] Date: [Date]Buyer: [Buyer's Signature] Date: [Date]篇4Sales ContractThis Sales Contract (the "Contract") is entered into on this [Date], by and between [Seller], located at [Seller's Address] and [Buyer], located at [Buyer's Address] (collectively referred to as the "Parties").1. Sale of GoodsSeller agrees to sell and Buyer agrees to purchase the following goods (the "Goods"):Description: [Description of Goods]Quantity: [Quantity]Price: [Price per Unit]Total Price: [Total Price]2. DeliveryDelivery of the Goods shall be made on or before [Delivery Date]. The Goods shall be delivered at the following location: [Delivery Address]. Risk of loss shall pass to Buyer upon delivery of the Goods at the specified location.3. PaymentBuyer agrees to pay Seller the total price of the Goods within [Number] days of the delivery date. Payment shall be made by [Payment Method]. In the event of any delay in payment, Buyer shall pay interest to Seller at a rate of [Interest Rate] per annum on the outstanding amount.4. InspectionBuyer shall have the right to inspect the Goods upon delivery. If the Goods are found to be defective or non-conforming, Buyer shall notify Seller in writing within [Number] days of delivery. Seller shall either replace the defective Goods or provide a refund to Buyer.5. WarrantySeller warrants that the Goods shall conform to the description provided and be free from defects in materials and workmanship. This warranty shall be in effect for a period of [Warranty Period] from the date of delivery. Seller's liability under this warranty shall be limited to the replacement of defective Goods or a refund of the purchase price.6. Governing LawThis Contract shall be governed by and construed in accordance with the laws of [Jurisdiction]. Any disputes arising out of or in connection with this Contract shall be resolved through arbitration in [Arbitration Location] in accordance with the rules of the [Arbitration Organization].7. Entire AgreementThis Contract constitutes the entire agreement between the Parties with respect to the sale of Goods and supersedes all previous agreements and understandings, whether written or oral, relating to the same subject matter.IN WITNESS WHEREOF, the Parties have executed this Contract as of the date first above written.______________________ ______________________Seller Buyer篇5Sales ContractThis Sales Contract (“Contract”) is entered into on [Date], by and between [Seller], with a principal place of business at [Address] (“Seller”), and [Buyer], with a principal place of business at [Address] (“Buyer”).1. Sale of Goods: Seller agrees to sell and Buyer agrees to purchase the follow ing goods (“Goods”):[Description of Goods]2. Quantity: The quantity of Goods to be sold under this Contract is [Quantity]. Any changes to the quantity must be agreed upon in writing by both parties.3. Price: The total purchase price for the Goods is [Price]. The price includes all applicable taxes, duties, and shipping fees. Payment shall be made in [Currency] within [Number] days of receipt of the invoice.4. Delivery: The Goods shall be delivered to Buyer at [Address] on or before [Date]. Seller shall bear the risk of loss or damage to the Goods until they are delivered to Buyer.5. Inspection: Buyer shall have the right to inspect the Goods upon delivery. Any discrepancies or defects must be reported to Seller within [Number] days of receipt.6. Warranty: Seller warrants that the Goods are free from defects in materials and workmanship for a period of [Number] days from the date of delivery. Seller’s liability under this warranty shall be limited to repairing or replacing the defective Goods.7. Force Majeure: Neither party shall be liable for any delay or failure to perform its obligations under this Contract due to events beyond its reasonable control, including but not limited to acts of God, natural disasters, strikes, and government actions.8. Governing Law: This Contract shall be governed by and construed in accordance with the laws of [State/Country]. Any disputes arising out of or relating to this Contract shall be resolved through arbitration in [City], [Country].9. Entire Agreement: This Contract constitutes the entire agreement between the parties with respect to the sale of the Goods, and supersedes all prior and contemporaneous agreements and understandings, whether written or oral.IN WITNESS WHEREOF, the parties hereto have executed this Contract as of the date first above written.Seller: ___________________________Buyer: ___________________________Date: ___________________________。
Sale and Purchase Agreement买卖合同完整篇.doc
Sale and Purchase Agreement买卖合同-1. INTERPRETATION2. SALE OF THE SHARES AND PRICE3. COMPLETION4. POST COMPLETION UNDERTAKINGS5. WARRANTIES6. ENTIRE AGREEMENT7. V ARIATION8. ANNOUNCEMENTS9. COSTS10. SEVERABILITY11. NOTICES12. WAIVERS/BUYER’S RIGHTS AND REMEDIES13. FURTHER ASSURANCE14. NO RIGHTS UNDER CONTRACTS (RIGHTS OF THIRD PARTIES) ACT 199915. CONFLICT WITH JV AGREEMENT16. COUNTERPARTS17. GOVERNING LAWTHIS AGREEMENT is made on _________,_________,_________(M/D/Y)BETWEEN(1) AAA, INC. a company incorporated under the laws of Delaware and having its principal place of business at _________(address) (the Seller);(2) BBB LTD a company incorporated under the laws of England and Wales whose registered office is at _________(address)(the Buyer);(3) CCC LIMITED incorporated under the laws of England and Wales whose registered office is at _________(address)(CCC); and(4) DDD incorporated under the laws of the Netherlands whose principal place of business is at _________(address) (DDD).WHEREAS:CCC, DDD and the Seller are parties to a joint venture agreement dated _________,_________,_________(M/D/Y) governing the relationship of the Seller and DDD as shareholders in CCC AAA (Europe) Limited (the JV Agreement).CCC AAA (Europe) Limited (the Company) is a private company limited by shares incorporated in England and Wales. The Company has an authorised share capital of ￡_________ divided into _________ A Shares of _________ pence (A Shares) each and _________ B shares of ￡_________ each. _________ A Shares each have been issued and are fully paid and are beneficially owned by the Seller (the Shares). _________ A Shares are held by DDD and _________ B Ordinary Shares of ￡_________ each are held by the Buyer.The Seller has agreed to sell the Shares to the Buyer, and Buyer has agreed to purchase the Shares from the Seller for the consideration and upon the terms of this Agreement.IT IS AGREED as follows:1. INTERPRETATIONIn this Agreement, unless the context otherwise requires:(a) Ancillary Agreements means the Transitional Services Agreement, the WAT/CMS License Agreement, and the Assignment of Big Charts Sales MOU (each as defined in clause 3.2);(b) Buyer’s Group means the Buyer, any holding company from time to time of the Buyer and any subsidiary from time to time of the Buyer or any such holding company (with holding company and subsidiary being construed in accordance with Section 736 of the Companies Act 1985);(c) Buyer Party means each member of the Buyer’s Groupwhich is a party to this Agreement;(d) Completion means completion of the sale and purchase of the Shares upon the terms and the conditions of this Agreement;(e) Seller’s Group means the Seller, any holding company from time to time of the Seller and any subsidiary from time to time of the Seller or any such holding company;(f) the headings are inserted for convenience only and shall not affect the construction of this Agreement;(g) any reference to a document in the agreed form is to the form of the relevant document agreed between the parties and for the purpose of identification initialled by each of them or on their behalf (in each case with such amendments as may be agreed by or on behalf of the Seller and the Buyer).2. SALE OF THE SHARES AND PRICE2.1 The Seller shall sell, and the Buyer shall purchase, the Shares, on the terms that the same covenants shall be deemed to be given by the Seller on Completion in relation to the Shares as are implied under Part I of the Law of Property (Miscellaneous Provisions) Act 1994 where a disposition is expressed to be made with full title guarantee. The Shares shall be sold free from all security interests, options, equities, claims or other third party rights (including rights of pre-emption) of any nature whatsoever, together with all rights attaching to them.2.2 The total price payable by the Buyer to the Seller for the Shares shall be the sum of US$1 (the Purchase Price).3. COMPLETION3.1 Completion shall be effected immediately after the signing of this Agreement. The events referred to in the following provisions of this clause 3 shall take place on or prior to Completion, and shall be deemed to be conditions to Completion (unless waived in writing beforehand by the Seller, as regards the conditions set forth in clause 3.3or the Buyer, as regards the conditions set forth in clause 3.2 ):3.2 The Seller shall deliver (or cause to be delivered) to the Buyer the following:(a) duly executed transfers into the name of the Buyer (or a member of the Buyer’s Group as its nominee) in respect of all of the Shares, together with the appropriate share certificate(s) and a certified copy of any authority under which such transfer is made;(b) all such other documents (including any necessary waivers or consents) as may be required to enable the Buyer (or a member of the Buyer’s Group as its nominee) to be registered as the h older(s) of the Shares;(c) a letter of resignation, to take effect upon Completion, in the agreed form duly executed by each of Joan Platt, Larry Kramer and Bill Bishop as directors of the Company;(d) a counterpart original of an agreement relating to the provision of transitional services by the Seller to the Company in the agreed form between the Seller and the Company, duly executed by the Seller (the Transitional Services Agreement);(e) a counterpart original of a licence agreement relating to the licensing of WAT/CMS in the agreed form between the Seller and the Company duly executed by the Seller (the WAT/CMS License Agreement); and(f) a counterpart original of an assignment of the Revised Memorandum of Understanding between the Seller and the Company dated October 4th, 2001 (the Big Charts Sales MOU) in the agreed form duly executed by the the Seller (the Assignment of the Big Charts Sales MOU).3.3 The Buyer and/or each Buyer Party shall deliver (or cause to be delivered) to the Seller the following:(a) a counterpart original of Transitional Services Agreement duly executed by the Company;(b) a counterpart original of the WAT/CMS License Agreement duly executed by the Company; and(c) a counterpart original of the Assignment of the Big Charts Sales MOU duly executed by the Company and CCC Information Ltd.3.4 The parties shall procure that resolutions of the Board of Directors of the Company are passed by which the following business is transacted:(a) the registration (subject to their being duly stamped) of the transfer in respect of the Shares referred to in clause 3.2 is approved; and(b) the resignations referred to in clause 3.2(c) are accepted and the Articles of Association of the Company are amended with regard to the number of directors and the appointment and removal of directors.3.5 The Buyer shall, in satisfaction of its obligations under clause 2.2, pay the Purchase Price in cash at Completion.4. POST COMPLETION UNDERTAKINGS4.1 The Buyer and each of the Buyer Parties, if applicable, agrees that, as soon as practicable and in any event within 90 days of Completion, it will cease the use or display of any trade or service marks, trade or service names, domain names or logos containing the words ‘MarketWatch’ or any confusingly similar mark, name or logo, except to the extent that this period may be extended with the prior written consent of Seller at its sole discretion. The Seller accepts that the Buyer and the Company may use the name ‘FT Markets’ or, subject to the foregoing sentence, a similar name.4.2 To the extent that this has not already been done pursuant to Clause 2.6(b) of the JV Agreement the Seller agrees that it shall transfer to the Buyer’s Group as soon as pract icable following Completion all domain names it has registered which comprise or include the names ‘FT’ or ‘CCC’ including without limitation ‘ftAAA’, ‘’, ‘’and ‘.’ Buyer shall pay all costs and fees ass ociated with the foregoing transfer.5. WARRANTIES5.1 The Seller represents and warrants to the Buyer as follows:(a) the Seller has obtained all corporate authorisations and all other applicable governmental, statutory, regulatory or other consents, licences, authorisations, waivers or exemptions required to empower it to enter into and perform its obligations under this Agreement and the Ancillary Agreements; and(b) all of the Shares are fully-paid or properly credited as fully-paid and the Seller is the sole legal and beneficial owner of them free from all security interests, options, equities, claims or other third party rights (including rights of pre-emption) of any nature whatsoever.5.2 The Seller acknowledges that the Buyer has entered into this Agreement and the Ancillary Agreements in reliance upon the warranties contained in clause 5.1.5.3 Except as regards the Buyer’s and each Buyer Party’s representations and warranties in clause 5.4, and except for fraud and deliberate malfeasance, the Seller agrees to waive the benefit of all rights (if any) which the Seller may have against the Company, orany present or former officer or employee of the Company, on whom the Seller may have relied in agreeing to any term of this Agreement and the Seller undertakes not to make any claim in respect of such reliance.5.4 The Buyer and each Buyer Party represents and warrants to the Seller as follows:(a) it has obtained all corporate authorisations and all other applicable governmental, statutory, regulatory or other consents, licences, authorisations, waivers or exemptions required to empower it to enter into and perform its obligations under this Agreement and the Ancillary Agreements to which it is a party;(b) the Company has obtained all corporate authorisations and all other applicable governmental, statutory, regulatory or other consents, licences, authorisations, waivers or exemptions required to empower it to enter into and perform its obligations under the Ancillary Agreements to which it is a party; and(c) there is no agreement (whether in writing or otherwise) or any present intention or negotiations by or on behalf of the Buyer orany member of Buyer’s Group, to issue, transfer or otherwise dispose of any equity interest in the Company, or transfer or otherwise dispose of all or substantially all of the assets of the Company, to a third party.5.5 The Buyer and each Buyer Party acknowledges that the Seller has entered into this Agreement and the Ancillary Agreements in reliance upon the warranties contained in clause 5.4.5.6 Except as regards the Seller’s representations and warranties contained in clause 5.1 and except for fraud and deliberate malfeasance, the Buyer and each member of the Buyer’s Group that is a party to this Agreement agrees to waive the benefit of all rights (if any) which it may have against the Seller or any member of the Seller’s Group or any present or former officer or employee of the Seller or any member of the Seller’s Group on whom it may have relied in agreeing to any term of this Agreement and undertakes not to make any claim in respect of such reliance.5.7 Each of the warranties in this clause 5 shall be construed asa separate warranty and shall not be limited or restricted by reference to or inference from the terms of the other warranty or any other term of this Agreement.6. ENTIRE AGREEMENTThis Agreement, the Transitional Services Agreement, the WAT/CMS License Agreement and the Assignment of Big Charts Sales together constitute the entire agreement and understanding between the parties in connection with the sale and purchase of the Shares and the transactions contemplated hereunder and thereunder. None of the parties has entered into this Agreement or the Ancillary Agreements in reliance upon any representation, warranty or undertaking which is not set out or referred to in this Agreement or the Ancillary Agreements.7. V ARIATION7.1 No variation of this Agreement (or of any of the documents referred to in this Agreement) shall be valid unless it is in writing and signed by or on behalf of each of the parties to it. The expression variation shall include any variation, supplement, deletion or replacement however effected.7.2 Unless expressly agreed, no variation shall constitute ageneral waiver of any provisions of this Agreement, nor shall it affect any rights, obligations or liabilities under or pursuant to this Agreement which have already accrued up to the date of variation, and the rights and obligations of the parties under or pursuant to this Agreement shall remain in full force and effect, except and only to the extent that they are so varied.8. ANNOUNCEMENTSNo announcement or circular in connection with the existence or the subject matter of this Agreement shall be made or issued by or on behalf of the Seller or the Buyer without the prior written approval of the other, (such approval not to be unreasonably withheld or delayed) during any period prior to or within three (3) months after Completion. This shall not affect any announcement or circular required by law or the rules of any stock exchange.9. COSTS9.1 Subject to 9.2 and as expressly provided in 4.2 and 13.2, each of the parties shall pay its own costs (being liabilities, losses, damages, costs (including legal costs) and expenses (including taxation) in each case of any nature whatsoever) incurred inconnection with the negotiation, preparation and implementation of this Agreement.9.2 The Buyer shall bear all stamp or other documentary or transaction duties and any other transfer taxes arising as a result or in consequence of this Agreement or of its implementation.10. SEVERABILITYIf any provision of this Agreement is held to be invalid or unenforceable, then such provision shall (so far as it is invalid or unenforceable) be given no effect and shall be deemed not to be included in this Agreement but without invalidating any of the remaining provisions of this Agreement. The parties shall then use all reasonable endeavours to replace the invalid or unenforceable provisions by a valid and enforceable substitute provision the effect of which is as close as possible to the intended effect of the invalid or unenforceable provision.11. NOTICES11.1 Any notice or other communication to be given by oneparty to the other party under, or in connection with, this Agreement shall be in writing and signed by or on behalf of the party giving it. It shall be served by sending it by fax to the number set out in clause 11.2, or delivering it by hand, or sending it by pre-paid recorded delivery, special delivery or registered post, to the address set out in clause 11.2 and in each case marked for the attention of the relevant party set out in clause 11.2 (or as otherwise notified from time to time in accordance with the provisions of this clause 11). Any notice so served by hand, fax or post shall be deemed to have been duly given:(a) in the case of delivery by hand, when delivered;(b) in the case of fax, at the time of transmission;(c) in the case of prepaid recorded delivery, special delivery or registered post, at 10 a.m. on the second business day following the date of posting. provided that in each case where delivery by hand or by fax occurs after 6pm on a business day or on a day which is not a business day, service shall be deemed to occur at 9 a.m. on the next following business day. References to time and business days in this clause 11 are to local time and business days in the country of the addressee.11.2 The addresses and fax numbers of the parties for the purpose of clause 11.1 are as follows:SellerAddress: AAA, Inc., _________(address)Fax: _________For the attention of: _________BuyerAddress: , _________Fax: _________For the attention of: _________11.3 A party may notify the other party to this Agreement of a change to its name, relevant addressee, address or fax number for the purposes of this clause 11, provided that, such notice shall only be effective on:(a) the date specified in the notice as the date on which the change is to take place; or(b) if no date is specified or the date specified is less than five business days after the date on which notice is given, the date following five business days after notice of any change has been given.12. WAIVERS/BUYER’S AND SELLER’S RIGHTS AND REMEDIES12.1 No failure or delay by either of the parties in exercising any right or remedy provided by law under or pursuant to this Agreement shall impair such right or remedy or operate or be construed as a waiver or variation of it or preclude its exercise at any subsequent time and no single or partial exercise of any such right or remedy shall preclude any other or further exercise of it or the exercise of any other right or remedy.12.2 The rights and remedies of the parties under or pursuant to this Agreement are cumulative, may be exercised as often as such party considers appropriate and are in addition to its rights and remedies under general law.12.3 The rights and remedies of either of the parties under this Agreement shall not be affected, and the parties’ respective liabilities under this Agreement shall not be released, discharged or impaired, by (i) Completion, (ii) subject to compliance with the notice requirements in clause 11, the expiry of any limitation period prescribed by law, or (iii) any event or matter whatsoever, other than a specific and duly authorised written waiver or release by the other party.13. FURTHER ASSURANCE13.1 The parties agree to perform (or procure the performance of) all further acts and things, and execute and deliver (or procure the execution and delivery of) such further documents, as may be required by law or as the other party may reasonably require, whether on or after Completion, to implement and/or give effect to this Agreement and the transactions contemplated by it and for the purpose of vesting in the Buyer the Shares to be transferred to it pursuant to the provisions of this Agreement.13.2 The Buyer and each Buyer Party agree that each shall procure that there is made available to the Seller at such time(s) andplace(s) as party may reasonably direct all information in the possession or under the control of the Buyer or any Buyer Party which Seller or its auditors may from time to time reasonably require, whether before or after Completion, in relation to the business and affairs of the Company. The Seller shall cooperate reasonably with the Company and the Buyer’s Group on all tax matters including without limitation future tax filings, but only to the extent there is no adverse affect on Seller’s tax position or its tax expenses, and provided that Company or Buyer’s Group, as the case may be, reimburse Seller for all reasonable out-of-pocket expenses and costs incurred in connection herewith.14. NO RIGHTS UNDER CONTRACTS (RIGHTS OF THIRD PARTIES) ACT 1999A person who is not a party to this Agreement shall have no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms.15. CONFLICT WITH JV AGREEMENTTo the extent, if any, that this Agreement is in conflict with the provisions of the JV Agreement, the provisions of this Agreement shall prevail. To the extent that the implementation and execution ofthis Agreement and the sale and purchase of the Shares is inconsistent with any provision of the JV Agreement such provision is hereby amended pro tanto.16. COUNTERPARTSThis Agreement may be executed in any number of counterparts and any party hereto may execute any such counterpart, each of which when executed and delivered shall be deemed to be an original and all of which counterparts taken together shall constitute but one and the same instrument. This Agreement shall become binding when one or more counterparts taken together shall have been executed and delivered by all of the parties. It shall not be necessary in making proof of this Agreement or any counterpart hereof to produce or account for any of the other counterparts.17. GOVERNING LAWThis Agreement and the relationship between the parties shall be governed by, and interpreted in accordance with, English law.AS WITNESS this Agreement has been signed on behalf of the parties the day and year first before written.SIGNED by _________for and on behalf ofAAA, INC./s/ _________SIGNED by _________for and on behalf ofBBB LTD/s/ _________SIGNED by _________for and on behalf ofCCC LTD/s/ _________SIGNED by _________for and on behalf ofDDDin the presence of: _________ /s/ _________Sale and Purchase Agreement买卖合同-Amendment dated as of _________,_________,_________(M,D,Y) (this Amendment ) to the Sale and Purchase Agreement, dated _________,_________,_________(M,D,Y), between BBB plc (the Seller ) and AAA Ltd. (the Purchaser ) in respect of _________ and interests in certain other companies (the Agreement ). Capitalized terms used herein but not otherwise defined herein shall have meanings assigned to them in the Agreement.WHEREAS, clause 20(10) of the Agreement provides that a variation of the Agreement is permitted if made in writing and signed by or on behalf of both parties to the Agreement;WHEREAS, the parties hereto are the parties to the Agreement and desire to amend certain provisions of the Agreement;NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties hereto hereby agree as follows:A. Amendment of the Agreement.(1) The words in clause 4(3), the date specified in subclause (2) above , shall be deleted, and replaced by _________,_________,_________(M,D,Y) .(2) The words in clause 5(1), the fifth Business Day after the conditions referred to in clause 4(1) have been fulfilled , shall be deleted and replaced by _________,_________,_________(M,D,Y) or such earlier date as the parties may agree, subject to the condition referred to in clause 4(1) having been fulfilled on or prior to that date .B. Miscellaneous.(1) Save as expressly amended in accordance with the provisions of this Amendment the provisions of the Agreement shall continue in full force and effect.(2) This Amendment shall be governed by and construed in accordance with the laws of England. The provision of clause 21 of the Agreement shall apply to this Amendment mutatis mutandis.(3) This Amendment may be executed in any number of counterparts, each of which is an original and all of which together evidence the same agreement.IN WITNESS WHEREOF, Purchaser and Seller have caused this Amendment to be signed by their respective officers thereunto duly authorized as of the date first written above.AAA LTD. BBB PLCBy:/s/ _________ By:/s/ _________Name: _________ Name: _________Title: _________ Title: _________。
双语版买卖合同3篇
双语版买卖合同3篇篇1双语版买卖合同Sale and Purchase Contract本买卖合同由买方_________（以下简称“买方”）与卖方_________（以下简称“卖方”）共同订立。
This Sale and Purchase Contract is made by and between Buyer _________ (hereinafter referred to as "Buyer") and Seller_________ (hereinafter referred to as "Seller").1. 产品描述Product Description1.1 买方同意购买，卖方同意出售以下描述的产品/服务（以下简称“产品”）：Buyer agrees to purchase and Seller agrees to sell the following described Products/Services (hereinafter referred to as “Products”):1.2 产品详细描述如下：The detailed description of the Products is as follows:2. 价格Price2.1 卖方同意以_________价出售产品给买方。
Seller agrees to sell the Products to Buyer at the price of_________.3. 付款Payment3.1 买方同意在_________天内付清全部货款。
Buyer agrees to pay the full purchase price within _________ days.3.2 付款方式为_________。
The payment method is _________.4. 交货Delivery4.1 产品应在签署本合同后_______天内送达买方指定地点。
AgreementofSaleandPurchase买卖协定.doc
Agreement of Sale and Purchase买卖合同-THIS AGREEMENT OF SALE AND PURCHASE ( Agreement ) is made this _________,_________,_________(M/D/Y), between AAA COMPANY OF _________(Country),having an address at _________ ( Seller ) and BBB CORPORATION,having an address at _________, or its assignee or nominee ( Buyer ). This Agreement shall be effective as of the date(the Effective Date ) on which Buyer and Seller complete the execution of this Agreement and the Escrow Agreement (as defined below).In consideration of the covenants and provisions contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:1. AGREEMENT TO SELL AND PURCHASE. Seller agrees to sell to Buyer, and Buyer agrees to purchase from Seller, subject to the terms and conditions of this Agreement, that certain tract of land known as _________(ADDRESS), located in Guilford County, North Carolina, as more fully described by metes and bounds in the legal description attached hereto as EXHIBIT A, together with all right, title and interest of Seller in and to any land lying in the bed of any highway, street, road or avenue, opened or proposed, in front ofor abutting or adjoining such tract or piece of land and any easements and appurtenances pertaining thereto (the Real Property ) and all the buildings and other improvements situated thereon, including all of Seller’s interest in any fixtures, equipment, appliances and other personal property (if any) attached or appurtenant to, located in or on, or used in connection with the Real Property (the Personal Property ) [the Real Property and the Personal Property are jointly called the Property ].2. PURCHASE PRICE. The purchase price for the Property is _________ DOLLARS ($ _________) (the Purchase Price ), payable as follows:(a) _________ DOLLARS ($ _________) (the Deposit ) by wire transfer to DDD Company ( Escrow Agent ), which wire transfer shall be delivered to Escrow Agent within twenty-four (24) hours following the Effective Date. The Deposit shall be held in an interest bearing, federally insured account by Escrow Agent in accordance with the Escrow Agreement attached hereto as EXHIBIT B (the Escrow Agreement ) and this Agreement pending consummation of this transaction. Any interest earned on the Deposit shall be paid to Buyer unless Seller shall be entitled to the Deposit by reason of a default by Buyer, in which case such interest shall be paid to Seller. Buyer’s Federal Tax I.D. Number is _________;Seller’s Federal Tax I.D. Number is _________.(b) The balance of the Purchase Price shall be paid to Seller at Settlement (as defined below), minus any withholding required to comply with Section 1445 of the Internal Revenue Code as more specifically set forth in Paragraph 9 below, in cash by wire transfer of immediately available federal funds, by certified check or by plain check of any title insurance company approved by Seller and Buyer.3. SETTLEMENT. Settlement shall be held on _________,_________,_________(M/D/Y), or on such earlier date as Buyer shall designate by at least five (5) days’ advance written notice to Seller, at Buyer’s attorney’s office at _________(ADDRESS), at 10:00 a.m. ( Settlement ). It is agreed that the time of Settlement and the obligation of Seller to deliver the general warranty deed at Settlement are of the essence of this Agreement.4. CONDITION OF TITLE.(a) Title to the Property shall be good and marketable (i) free and clear of all liens, restrictions, easements, encumbrances, claimsor liens by contractors, subcontractors, mechanics and materialmen, leases, financing statements or other personal property liens or encumbrances and other title objections, other than any of the foregoing created, allowed or caused by Buyer, its employees, contractors or agents and routine utility easements which will not adversely affect Buyer’s intended use of the Property and such title exceptions as may be approved by Buyer prior to the expiration of the Due Diligence Period (a Title Matter (ii) affirmatively insured as contiguous with no gaps or gores; (iii) affirmatively insured as having legal, direct access to a public street; and (iv) insurable as aforesaid at ordinary rates by a title insurance company selected by Buyer at Buyer’s expense.(b) If Buyer provides Seller written objection to any Title Matter prior to the expiration of the Due Diligence Period, or if any new Title Matter is created or occurs following the expiration of the Due Diligence Period but prior to the Settlement, and Buyer provides Seller written objection to such new Title Matter, Seller shall elect either to cure such matter or not to cure such matter, and communicate its decision by written notice to Buyer sent within ten (10) days fol lowing Buyer’s notice to Seller. Seller’s failure to notify Buyer shall be deemed to be Seller’s election not to cure. If Seller elects to cure such Title Matter, Seller must complete such cure prior to the Settlement, provided that Seller shall have the unilateral right to extend the date of Settlement for an additional period of time (notto exceed twenty (20) days) to accomplish such cure. If Seller elects not to cure, Buyer may elect to proceed to close the sale on the date of Settlement (without any reduction to the Purchase Price), and be deemed to have accepted such Title Matter in all respects, or may elect to terminate this Agreement and receive the return of its Deposit, plus accrued interest. The acceptance of a deed from Seller shall be conclusive proof that Buyer has accepted the title to the Property as it existed on the date of Settlement.5. REPRESENTATIONS AND WARRANTIES OF SELLER. Seller, to induce Buyer to enter into this Agreement and to complete the sale and purchase of the Property hereunder, represents, warrants and covenants to Buyer as follows:(a) Seller has no knowledge of, and has received no written notice from, any governmental authority requiring any work, repairs, construction, alterations or installations on or in connection with the Property, or asserting any violation of any federal, state, county or municipal laws, ordinances, codes, orders, regulations or requirements affecting any portion of the Property, including, without limitation, the Americans with Disabilities Act and any applicable environmental laws or regulations. There is no action, suit or proceeding pending or, to the knowledge of Seller, threatened against or affecting Seller or the Property or any portion thereofrelating to or arising out of the ownership of the Property, in any court or before or by any federal, state, county or municipal department, commission, board, bureau or agency or other governmental instrumentality.(b) To the best of Seller’s knowledge, Seller has received no written notice of assessments or charges for any public improvements that have been made against the Property which remain unpaid, and Seller has no knowledge of any plans for improvements by any governmental or quasi-governmental authority which might result in a special assessment against the Property. Provided Settlement is completed hereunder, Buyer will be responsible for payment of assessments or notices of assessments for any public improvement made after the Effective Date.(c) To the best of Seller’s knowl edge, the Property has been duly subdivided in accordance with all applicable laws and constitutes an independent tract of land for all applicable zoning, subdivision and taxation purposes.(d) To the best of Seller’s knowledge, Seller has received no notice from any insurance company which has issued a policy with respect to the Property or by any board of fire underwriters (or otherbody exercising similar functions) claiming any defects or deficiencies or requesting the performance of any repairs, alterations or other work.(e) To the best of Seller’s knowledge, all certificates of occupancy necessary for operation of the Property, as presently conducted, have been issued by all authorities having jurisdiction thereof and all such certificates of occupancy are in full force and effect. Seller has not received any written notice of suspension or cancellation of any certificates of occupancy. To the best of Seller’s knowledge there is no defective condition, structural or otherwise, in the buildings or other improvements on the Property, or in the buildings’ roof, heating, air conditioning, mechanical, plumbing or electrical systems and equipment.(f) To the best of Seller’s knowledge, there has been no release of any Hazardous Substances (as hereinafter defined) on the Property during Seller’s ownership of the Property, and Seller has received no written notice of any pending or threatened proceedings or claims involving the presence of Hazardous Substances on the Property. By its execution hereof, Buyer acknowledges that it has occupied the Property as a tenant during the period of Seller’s ownership, and that Seller’s representations contained in this subparagraph (f) are based on Buyer’s assurances (whether in itscapacity as tenant or otherwise) that it (for itself, its employees and agents) is likewise not aware of any of the foregoing. For purposes of this Agreement, the term Hazardous Substances shall mean those substances or materials regulated under the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601 et seq. and implementing regulations.(g) To the best of Seller’s knowledge, there are no management, employment, service, equipment, supply, maintenance, water, sewer, or other utility or concession agreements or agreements with municipalities (including improvement or development escrows or bonds) with respect to or affecting the Property which will burden the Property or Buyer after Settlement in any manner whatsoever, except for instruments of record.(h) Seller holds fee simple title to the Property. Seller is a duly existing corporation and has full legal right and all requisite power and authority to enter into this Agreement and to perform its obligations hereunder. The execution, delivery and performance of this Agreement by Seller and the consummation by Seller of the transaction contemplated hereby have been duly and effectively authorized by the Seller. This Agreement has been duly executed and delivered by the Seller and constitutes a valid and legally binding obligation of Seller, enforceable against Seller in accordance with itsterms.(i) Seller has entered into no leases, whether oral or written, agreements of sale, options, tenancies, licenses or any other claims to possession affecting the Property other than the lease (the Lease ) between Buyer, as tenant, and EEE Developers Ltd. IV , dated _________,_________,_________(M/D/Y), which Lease was assigned to Seller, as landlord, pursuant to the Lease Assignment and Assumption Agreement between EEE and Seller, dated _________,_________,_________(M/D/Y). To the best of Seller’s knowledge, no other party has any right or option to acquire the Property or any portion thereof.(j) No representation, statement or warranty by Seller contained in this Agreement or in any exhibit attached hereto contains or will contain any untrue statements or omits or will omit a material fact necessary to make the statement of fact therein recited not misleading. If, after Seller’s execution hereof, any event occurs or condition exists which renders any of the representations contained herein untrue or misleading, Seller shall promptly notify Buyer.(k) To the best of Seller’s knowledge, there are no proceedings pending or threatened by or against Seller in bankruptcy, insolvencyor reorganization in any state or federal court.(l) Seller and Buyer acknowledge that, during the entire period of Seller’s ownership of the Property, Buyer has been in possession of the Property pursuant to the Lease. Furthermore, Seller and Buyer acknowledge that, pursuant to the Lease, Buyer was charged with certain responsibilities in connection with its occupancy of the Property. Accordingly, Seller’s representations and warranties in subparagraphs 5(d), 5(e) and 5(g) are limited to matters which are not within the scope of Buyer’s obligations under the Lease.(m) For purposes of this Agreement, the term knowledge, or similar words or phrases, shall mean only the actual knowledge of _________(NAME), _________(NAME), _________(NAME)or _________(NAME), which are the Seller’s representatives who would possess any knowledge possessed by the Seller regarding the Property, and shall not include the knowledge of Buyer or any other tenant of the Property.6. REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer, to induce Seller to enter into this Agreement and to complete the sale and purchase of the Property hereunder, represents, warrants and covenants to Seller that Buyer is a duly existing Delawarecorporation and has the full legal right and all requisite power and authority to enter into this Agreement and to perform its obligations hereunder. The execution, delivery and performance of this Agreement by Buyer and the consummation by Buyer of the transaction contemplated hereby have been duly and effectively authorized by the Buyer. This Agreement has been duly executed and delivered by the Buyer and constitutes a valid and legally binding obligation of Buyer, enforceable against Buyer in accordance with its terms.7. CONDITIONS OF BUYER’S OBLIGATIONS. The obligation of Buyer under this Agreement to purchase the Property from Seller is subject to the satisfaction at Settlement of each of the following conditions (any one of which may be waived in whole or in part by Buyer at or prior to Settlement):(a) All of the representations and warranties by Seller set forth in this Agreement shall be true and correct at and as of Settlement in all material respects as though such representations and warranties were made at and as of Settlement, and Seller shall have performed, observed and complied with all covenants, agreements and conditions required by this Agreement to be performed on its part prior to or as of Settlement.(b) Buyer shall have until _________,_________,_________(M/D/Y) (the Due Diligence Period ) to conduct due diligence investigations and analysis of the Property and all information pertaining to the Property. During the Due Diligence Period, Seller shall make available to Buyer such records and documents relating to the Property as Buyer may reasonably request and which are in Seller’s possession. If Buyer, in its sole discretion, determines that it does not desire to acquire the Property, with or without reason, and notifies Seller in writing by 5:00 p.m. on the last day of the Due Diligence Period of its election to terminate this Agreement, the Deposit and all accrued interest shall be returned to Buyer, this Agreement thereupon shall become void and there shall be no further obligation or liability on either of the parties hereto. Failure to provide such notice in a timely manner shall be deemed to be Buyer’s affirmative acceptance of the title to and condition of the Property and the improvements thereon. Any condition or matter known to or discovered by Buyer and not disclosed to Seller prior to the expiration of the Due Diligence Period shall be deemed to be accepted by Buyer, notwithstanding any representation, warranty or statement by Seller herein which is or may be inconsistent with such condition or matter.(c) Within five (5) days after the Effective Date, Seller shall deliver to Buyer the following if, and only if, such items exist andare in Seller’s possession:(i) the latest as-built plans or surveys (the Survey ) of the Property prepared by a registered and licensed surveyor which are in Seller’s possession;(ii) copies of the floor plans of all buildings on the Property which are in Seller’s possession;(iii) copies of all service contracts, if any, with respect to the Property;(iv) copies of the latest environmental reports with respect to the Property which are in Seller’s possession, the prior receipt of which Buyer hereby acknowledges; and,(v) copies of the latest title commitment and title policy with res pect to the Property which are in Seller’s possession.(d) At Settlement, Seller shall deliver to Buyer duly executedoriginals of the following:(i) A general warranty deed to the Real Property duly executed and acknowledged by Seller and in proper form for recording (the Deed(ii) A valid bill of sale for the Personal Property in form and substance mutually and reasonably satisfactory to Buyer and Seller;(iii) An assignment in form and substance mutually and reasonably satisfactory to Seller and Buyer, duly executed by Seller, assigning to Buyer all of Seller’s right, title and interest in and to (A) any and all guaranties and warranties, if any, pertaining to the Property; and (B) any permits, licenses, plans, authorizations and approvals relating to ownership, operation or occupancy of the Property.(iv) Originals of the following instruments (or copies if originals are unavailable), all certified by Seller as true and complete to the best knowledge of Seller, if, and only if, such items exist and are in Seller’s possession:(A) all certificates of occupancy (and any required governmental approvals in connection with the transfer of the Property), licenses, plans, permits, authorizations and approvals required by law and issued by all governmental authorities having jurisdiction over the Property;(B) all building records in Seller’s possession or control with respect to the Property;(C) all assigned guaranties and warranties.(v) An affidavit of title in favor of Buye r and Buyer’s title insurer qualified to the best of Seller’s knowledge.(vi) A Lease Termination Agreement mutually acceptable to and executed by Seller and Buyer terminating the Lease.(vii) Such other documents as reasonably may be required to consummate this transaction in accordance with this Agreement.(e) Seller previously has turned over to Buyer, and Buyer hereby acknowledges the prior receipt of, certain of the following items and materials: bills of current real estate taxes, sewer charges and assessments, water charges and other utilities; keys and combinations to locks at the Property; plans, specifications, as-built drawings, surveys, site plans, equipment manuals, technical data and other documentation relating to the building systems, and any equipment and other personal property forming a part of the Property. Seller hereby represents and warrants that, to the best of Seller’s knowledge, all of the items and materials referenced in this paragraph 7(e) in its possession have been delivered to Buyer. Unless all the foregoing conditions contained in this Paragraph 7 are satisfied, prior to or at Settlement, Buyer, at its election, may, either (i) terminate this Agreement and have the Deposit refunded together with accrued interest (provided, however, that termination and refund of the Deposit shall not be Buyer’s exclusive remedy) or (ii) waive in writing the satisfaction of any such conditions, in which event this Agreement shall be read as if such conditions no longer existed.8. CONDITION OF SELLER’S OBLIGATIONS. Seller’s obligation to sell and convey the Property under this Agreement shall be conditioned upon the Lease remaining in full force and effect until Settlement has been completed. Termination of the Leaseat or as of the date of Settlement shall not relieve Buyer from any liability to Seller arising under the Lease, existing at the time of Settlement or relating to an event occurring prior to the date of Settlement, except Seller will acknowledge as of the date of Settlement (if true in all respects) that all rent and other sums then due under the Lease have been paid.9. FIRPTA WITHHOLDING. Seller acknowledges that it is a foreign person for purposes of Section 1445 of the Internal Revenue Code (the Code ), but Seller covenants that it shall file, on a timely basis, for a withholding certificate (the Withholding Certificate ) which will alleviate Buyer’s withholding obligation under Section 1445 of the Code on the basis of adequate security provided to the United States Treasury Department by Seller to secure payment of any tax that may be due and payable. In the event that Seller fails to deliver to Buyer the Withholding Certificate prior to or as of Settlement, Buyer shall be entitled to withhold _________ Dollars ($ _________) from the Purchase Price and to deposit such funds pursuant to the FIRPTA Escrow Agreement in the form attached hereto as Exhibit C and take all other steps necessary to comply with the requirements of the Code and Seller and Buyer shall proceed with Settlement as if Seller had obtained the Withholding Certificate.10. POSSESSION. Possession of the Property shall bedelivered to Buyer at Settlement by delivery of the Deed, free of any leases (other than the Lease) and other claims to or rights of possession pursuant to any agreement entered into by Seller. The Deed shall be prepared by Buyer at Buyer’s expense and shall be submitted to Seller for Seller’s approval prior to Settlement hereunder.11. APPORTIONMENT; TAXES.(a) Any prepaid rent paid by Buyer to Seller pursuant to the Lease shall be prorated as of Settlement and any rent paid by Buyer in excess of the rent due Seller as of Settlement shall be a credit against the Purchase Price.(b) All realty transfer taxes imposed on or in connection with this transaction shall be paid by Seller at Settlement.12. CONDEMNATION. To the best of Seller’s knowledge, Seller covenants and warrants that Seller has not heretofore received any written notice of any condemnation proceeding or other proceeding in the nature of eminent domain in connection with the Property. If prior to Settlement any such proceeding is commencedor any change is made, or proposed to be made, to the current means of ingress and egress to the Property or to the roads or driveways adjoining the Property, or to change such ingress or egress or to change the grade thereof, Seller agrees immediately to notify Buyer thereof. Buyer then shall have the right, at Buyer’s option, to terminate this Agreement by giving written notice to Seller within ten (10) days after receipt of such notice. If Buyer does not so terminate this Agreement, Buyer shall proceed to Settlement hereunder as if no such proceeding had commenced and will pay Seller the full Purchase Price in accordance with this Agreement, and Seller shall assign to Buyer all of its right, title and interest in and to any compensation for such condemnation.13. DEFAULT BY BUYER. If Buyer, without the right to do so and in default of its obligations hereunder, fails to complete Settlement without default by Seller, the Deposit and all accrued interest shall be paid to Seller and Buyer shall pay Seller an additional amount (the Additional Damages ) which shall be the difference obtained by subtracting (i) the amount of the Deposit and accrued interest paid to Seller from, (ii) _________ Dollars ($ _________). Such payment of the Deposit, all accrued interest and the Additional Damages to Seller shall be deemed to be liquidated damages for Buyer’s default and the recei pt of same shall be Seller’s exclusive and sole remedy, and Seller hereby waives any right to recover the balance of the Purchase Price, or any part thereof,and the right to pursue any other remedy permitted at law or in equity against Buyer. Buyer acknowledges that in the event of Buyer’s default, Seller would incur damages which would be difficult to ascertain, and that the liquidated damages provided for in this paragraph represent a reasonable estimate of the damages that Seller would likely incur as a result of Buyer’s default.14. DEFAULT BY SELLER. If Seller, without the right to do so and in default of its obligations hereunder, fails to complete Settlement without default by Buyer, the Deposit and all accrued interest shall be returned to Buyer. In addition, Buyer may exercise any remedies available to it at law or in equity, including, but not limited to, specific performance.15. RISK OF LOSS. Seller shall bear the risk of all loss or damage to the Property from all causes until Settlement. If at any time prior to Settlement any portion of the Property is destroyed or damaged as a result of fire or any other casualty whatsoever, Seller shall promptly give written notice thereof to Buyer and Buyer shall have the right (i) to terminate this Agreement by written notice to Seller, whereupon Escrow Agent shall return the Deposit (with any accrued interest) to Buyer, and thereafter this Agreement shall be void and neither party shall have any further rights or obligations hereunder; or (ii) to complete Settlement pursuant to this Agreement(without reducing the Purchase Price) and to receive an assignment from Seller of any insurance proceeds paid to Seller as a result of the casualty, less costs incurred obtaining such proceeds. All unpaid claims and rights in connection with any such losses shall be assigned to Buyer at Settlement without in any manner affecting the Purchase Price.16. BROKERAGE. Buyer represents and warrants to Seller and Seller represents and warrants to Buyer that each dealt with no broker, agent, finder or other intermediary in connection with this sale and purchase. Seller agrees to indemnify, defend and hold Buyer harmless from and against the claims of any and all brokers and other intermediaries claiming a commission in connection with this sale or the Lease. Buyer agrees to indemnify, defend and hold Seller harmless from and against any broker’s claim arising from any breach by Buyer of Buyer’s representation and warranty in this paragraph.17. OPERATION OF THE PROPERTY PRIOR TO SETTLEMENT. Prior to Settlement:(a) Seller promptly shall notify Buyer of Seller’s receipt of any written notice from any party alleging that Seller is in default of itsobligations under any permit or agreement affecting the Property, or any portion or portions thereof.(b) Without the prior written consent of Buyer, no contract for or on behalf of or affecting the Property shall be negotiated or entered into by Seller which cannot be terminated at any time without charge, cost, penalty or premium.18. NOTICE. All notices, requests and other communications under this Agreement shall be in writing and shall be delivered (i) in person, (ii) by registered or certified mail, return receipt requested, or (iii) by recognized overnight delivery service providing positive tracking of items (for example, Federal Express) addressed as follows or at such other address of which Seller or Buyer shall have given notice as herein provided:Agreement Of Sublease转租合同-WHEREAS, by Agreement of Lease dated_________,_________,_________(M,D,Y), as amended (the Lease ) by and between _________(NAME), Trustee of CCC Trust UTA dated _________,_________,_________(M,D,Y), as amended ( Landlord ) and Sublandlord, Landlord leased to Sublandlord certain real property commonly referred to as 5400 Betsy Ross Drive, Santa Clara, _________(PLACENAME), consisting of approximately _________ acres of land together with the building (the Building ) and other improvements constructed thereon, as more particularly described in the Lease (the Premises ). A copy of the Lease is attached hereto as Exhibit A and made a part hereof; andWHEREAS, Sublandlord desires to sublease to Subtenant and Subtenant desires to sublease from Sublandlord a portion of the Premises on the terms and conditions hereinafter set forth.NOW, THEREFORE, in consideration of the mutual covenants herein contained and for other good and valuable consideration, the parties agree as follows:1. Subleasing of Subpremises. Subject to the written consent of the Landlord, Sublandlord hereby subleases to Subtenant and Subtenant hereby subleases from Sublandlord that portion of the Building containing approximately 7,914 usable square feet, as more。
买卖合同中英文对照
买卖合同中英文对照PURCHASE AND SALE AGREEMENT买卖合同PARTIES参与方Seller: [Name], a [Type of Entity] organized under the laws of [Jurisdiction], with its principal place of business at [Address] (the "Seller").卖方: [姓名]，一家根据[管辖区域] 法律组建的[企业类型]，主要营业地为[地址]（“卖方”）。
Buyer: [Name], a [Type of Entity] organized under the laws of [Jurisdiction], with its principal place of business at [Address] (the "Buyer").买方: [姓名]，一家根据[管辖区域] 法律组建的[企业类型]，主要营业地为[地址]（“买方”）。
BACKGROUND背景Seller desires to sell and Buyer desires to purchase certain goods (the "Goods") upon the terms and conditions set forth in this Agreement.卖方希望按照本协议规定的条款和条件出售商品（“商品”），买方希望购买该商品。
AGREEMENT协议In consideration of the mutual promises and obligations contained herein, Seller and Buyer agree as follows:考虑到本协议中所包含的相互承诺和义务，卖方和买方达成以下协议：1. Sale of Goods商品销售1.1 Sale of Goods. Upon the terms and subject to the conditions set forth in this Agreement, Seller will sell to Buyer, and Buyer will purchase from Seller, the Goods in the quantities and at the prices set forth in the Purchase Order (as defined below).1.1 商品销售。
买卖合同(英文版)SALES-AND-PURCHASE-CONTRACT
SALES AND PURCHASE CONTRACTDRAFT CONTRACT NUMBER: XXXOffer subject to Seller’s final review, confirmationand approval.This agreement made and entered into on September 2, 2021 by and between:Seller:E-MAIL: ……………………………………….Phone: ____________________________Hereinafter called the “Seller” andHereinBuyer:Address:Tel:E-mail:__________________________Hereinafter called the “Buyer” andWhereas: Seller and Buyer, each with full corporate authority, certifies, represents and warrants that each can fulfill the requirements of this agreement and respectively provides the products and the funds referred to herein, on time and under the terms agreed to hereafter.Whereas: Seller and Buyer both agree to finalize this contract under the terms and conditions expressed herein; the product offered for sale is subject only to the terms and conditions contained in this contract and are strictly confidential between Buyer and Seller and is therefore agreed as follows:Definitions:“Business day” shall mean Monday through Friday, and shall exclude Saturday, Sunday, and holidays.“Demurrage”shall mean any surcharge charged for delays beyond the allowed time for loading or unloading the product from the vessel(s), whether charged by the port or the owner or operator of the vessel(s).“Shipment”shall mean a delivery of the entire product which is delivered by one vessel at one time, in quantities outlined in this contract.“Port of Loading Country” shall mean the country in which the Vessel(s) are loaded.“Port of Loading” shall be the port in the Port of Loading Country where vessel(s) will be loaded with Product.“Vessel”or “vessels”shall mean the vessel(s) which transport(s) the product.“Holiday” shall mean a holiday recognized by United States banks and the U.S. Federal reserve.Conventions:INCOTERMS 2000.All terms which are defined by INCOTERMS 2000 shall have the meaning given by International Chamber of Commerce.Time. In the event a time period ends or starts on a Saturday, Sunday, holiday or on a day which does not qualify as a business day, the time period shall be extended to the next business day.Language. The language of all communications required by or occurring within this contract shall be English.Units. Unless otherwise specified herein, currency shall be expressed in US. Dollars (USD.); weight shall be expressed in metric tons (MT.); length shall be expressed inmeters (M.) or according to the metric system and, months shall be expressed in calendar months according to the Gregorian calendar.1. Product:~~~2. Origin:3.Destination and Port of Loading:Destination port is ~ port, China and loading port is ~, ~ except that the port of destination shall not be a U.S. sanctioned port or Country. Notification of cargo readiness shall begin within thirty (30) days after receipt and confirmation of an operative financial instrument.A minimum load rate of SEVEN THOUSAND METRIC TONS (7,000) per weather working day is guaranteed by the Seller. Also buyer must guarantee berthing if he receives the arrival notice with seven days in advance. Also, all unloading charges at per buyer’s cost and risk.4. Product delivery at unloading port and acceptance:Seller shall nominate suitable vessel at least seven (7) banking days prior to shipment. Vessel nominated for loading the product shall be a minimum of 30,000 DWCC, max 20 years old, minimum 3 holds/hatches, having fully operational cargogear of minimum 10 MTS SWL cranes (or otherwise agreed by Seller in Writing), fully compliant with all international regulations of flag, safety, ism, insured for hull and machinery and covered by a first class P & I club. All taxes / dues for the vessel and ocean freight shall be the sole responsibility of buyer.Notice of readiness at ~ shall be tendered when the vessel in all aspects are ready for berthing in accordance with this contract and under the Charter Party Agreement. Seller shall have the berthing arranged at the loading port and ready to start the loading, if buyer inform estimated arrival day within 7 days in advance. The seller will grant berthing of the vessel within 7 (Seven) days of the receipt of the estimated arrival date by the Shipping Agent or Buyer, which may not be unreasonably withhold.5.Contracted Quantity:The total quantity of product delivered in this contract shall be determined by the certifications of weight issued by the inspection authority for each vessel loaded. Buyer shall be responsible for payment of the entire quantity shipped and/or delivered.6.Product Weight and Quality:The Seller guarantees that the product of yellow sulphur be inspected with an inspection certificate of weight andquality and such certificate shall be provided by Société Générale De Surveillance (SGS) and/ or other inspection authority agreed to by the parties at Seller’s expense, and shall be deemed to be final. The Seller shall instruct said authority to carry out the inspection in strict accordance with the International Chamber of Commerce (I.C.C.) rules.7.Total Quantity:30,000 MT (TWENTY FIVE THOUSAND METRIC TONS) MT (+/- 5%) yellow sulfur.8.Product Packaging and Packing:The product will be delivered on bulk.9.Price Per Metric Ton:Yellow Sulfur $__.__ (………………………………….. USD/MT) per metric ton UmmQsaar Port, Iraq INCOTERMS 2000.10.Total Contract Amount:$____________ USD (………………………………………………. UNITED STATES DOLLARS) (+/- 5%)11.Payment Terms and Financial Instrument:An Irrevocable Fully Funded, Revolving, Transferable Documentary Letter of Credit, payable 100% at sight port of loading and issued of confirmed by a top 25 ranked World Bank; The final letter of credit shall be in a form acceptable to Seller in its sole and absolute discretionIf the terms of the financial instrument are not in accordance with the terms of the contract or are unacceptable to the Seller and/or the Seller’s bank, this contract shall be voidable at the sole discretion of the Seller if the Buyer fails to cure any and all defective terms and/or deficiencies contained in the financial instrument within 30 days from the original issued payment instrument.Buyer shall arrange for its bank to provide the Seller a copy of the financial instrument via swift and e-mail or fax on the day on which it is issued.In the event that the Buyer fails to issue the financial instrument in compliance with this contract, then Buyer shall immediately pay upon Seller’s written demand, without protest an amount equal to two percent (2%) of the aggregate price for all shipments payable under this contract. The parties expressly acknowledge and agree that said payment shall be liquidated damages, is considered to be fair and reasonable by all parties and is not a penalty.12.Performance Guarantee:Buyer hereby waives any right to a performance bond.13.Proof of Product:Proof of Product shall be provided by Seller after execution of this contract. Proof of Product shall be in the form of full title showing Seller as the clear and unencumbered owner of 100% of the product.14.Product Documentation:A full set of the following documents will be presented to the Buyer:A. Original signed commercial invoices;B. Original certificate of quality, quantity and weight inspection issued by the inspection company only;C. Original certificate of origin;D. Original Packing List;E. 3 originals and 3 copies of charter party bill of lading.15.Product Insurance:The Buyer shall provide insurance for the Product at the Buyer’s sole expense and responsibility once title has been transferred to the Buyer. If damage occurs to the product,product packaging or to any aspect thereof after Buyer has taken title to the product, the seller shall not be responsible in any matter for damage occurring to the product, product packaging or any other aspect thereof after buyer has received title to the product.16.Demurrage:Seller is responsible for any and all demurrage charges incurred at any time after the master or his agent present to Seller or his agent a duly notice of readiness at the loading port. A request of US$ 50,000.00 bank guarantee is required to protect the buyer of demurrage as per the governing charter party.17.Import Facilities, Documents, Taxes and Fees:Buyer and Seller are responsible individually for their own taxes, levies, charges, tariffs, fees and costs of any nature imposed by any country having any effect on this contract. Buyer must have all permissions and permits required for the purchase, loading, transportation, unloading and selling of the product in the importing country. Buyer is solely responsible for securing all permits, licenses and any and all other documents required by the government of the importing. Seller is not responsible to secure, nor provide any such documentation. Buyer is responsible for all costs associated with securing such documentation and all costs and penalties imposed by anycountry’s and/or any countries’ governmental agencies if such documents are not provided.18.Force Majeure:Neither party to this contract shall be held responsible for breach of contract caused by an act of god, insurrection, civil war, war, military operation or local emergency. The parties do hereby accept the international provision of “force majeure” as published by the International Chamber of Commerce, Geneva, Switzerland, and as defined by I.C.C. rules uniform customs and practice.19.Disputes and Arbitration:If a dispute arises relating to this contract in any way, the party making said dispute shall forward written notice of the dispute to the other party via overnight courier with su ch notices to be sent to the other party’s business address.The parties hereby agree to attempt to settle all disputes amicably and expeditiously. If settlement is not reached within ninety (90) days of receipt of written notice of dispute, the dispute in question shall be submitted and settled by arbitration at the International Arbitration Association Chambers, in New York City, New York, U.S.A. by one or more arbitrators appointed in accordance with said rules.In the event of a dispute, each party is responsible for payment of its own fees and costs including, but not limited to, attorneys’ fees. Neither party is responsible for the others party’s fees and costs, including, but not limited to, attorneys’ fees, regardless of the outcome to the dispu te and without respect to the prevailing party.20.Authority to Execute This Contract:The parties to this contract declare that they have full authority to execute this document and agree to be fully bound by the terms and conditions set forth herein.21.Execution of This Contract:This contract may be executed simultaneously in two or more counterparts via email or facsimile transmission, each of which shall be deemed as originals and legally binding.erning law:This contract shall be governed, and interpreted in accordance with the United Nation’s Convention for the Sale of Goods (UN Convention). In the event of inconsistency between this contract and the provisions of the UN Convention, this contract shall have priority for the purpose of Article 39 of the UN Convention. A reasonable period of time shall be deemed to be Fourteen (14) banking days.nguage used:The English language shall be used for all communication.24.Assignment:This agreement is assignable and transferable by either party, with prior written notice given to the other party at least Fourteen (14) days in advance of the assignment or transfer becoming effective.25.Non-Circumvention and Non-Disclosure:The parties accept and agree to the provisions of the International Chamber of Commerce, Geneva, Switzerland for non-circumvention and non-disclosure with regard to all and everyone of the parties involved in this transaction and contract, additions, renewals, and third party assignments, with full reciprocation for a period of (3) three years from the date of execution of this contract.Each item of confidential information disclosed by one party shall be held in confidence by the other party and used only for the purposes stated in this agreement during the term of this contract and for five (5) years after the termination or expiration of this contract (“confidentiality term”). Buyer shall have the right to disseminate and useany such information in the process of sale of the product to its Buyers.26.Contract TermTwelve (12) months and twenty (20) days including the first twenty to thirty (20-30) days when the product is being prepared.Buyer confirms that said funds are good, clean, cleared, unencumbered, legitimately earned and of non-criminal origin.No modification of this agreement or of any covenant, condition, or limitation herein contained shall be valid unless in writing and duly executed by all parties to this agreement. Further, no evidence of any modification shall be offered or received as evidence in any proceeding or litigation or arbitration between the parties arising out of or affecting this agreement or the rights or obligations of any party hereunder, unless such waiver or modification is in writing and duly executed by all parties.27. DefaultExcept as otherwise referenced herein including, without limitation, a force majeure event, should the either party fail to perform on time as stipulated in this contract, the Seller or Buyer shall be granted an opportunity to cure saiddefault for a period of fourteen days (14) banking days (“cure period”).28.Representations and Warranties.Buyer recognizes that Seller is a re-Seller of the product and as such is not the manufacturer of the product.29.Understanding of Agreement.The parties represent and warrant that (a) they have consulted with an attorney of their choosing concerning this agreement, (b) they have carefully read and fully understand all of the provisions of this agreement, (c) they are voluntarily entering into this agreement, and (d) they are not relying on any representations, warranties, statements, or agreements other than those that are contained in this agreement.30. Counterparts.This agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. Confirmation of execution by electronic transmission of a facsimile signature page shall be binding upon any party so confirming.31.Entire Agreement.This agreement represents the entire understanding and agreement between the parties with respect to the subject matter hereof, and supersedes all other negotiations, understandings and representations (if any) made by and between such parties.32.Invalid Provision(s).The invalidity or unenforceability of a particular provision or portion thereof in this agreement shall not affect the other provisions or portion hereof, and if any one of them is found to be unenforceable, the other provisions shall remain fully valid and enforceable as if such invalid or unenforceable provisions were omitted.33.Waiver of Rights.No failure of any party to exercise any rights given such party hereunder or to insist upon strict compliance by any party with their obligations hereunder, and no custom or practice of the parties in variance with the terms hereof shall constitute a waiver of the parties’ right to demand exact compliance with the terms hereof.34.Modification of Agreement.No modification of this agreement or of any covenant, condition, or limitation herein contained shall be validunless in writing and duly executed by all parties to this agreement. Further, no evidence of any modification shall be offered or received as evidence in any proceeding or litigation between the parties arising out of or affecting this agreement or the rights or obligations of any party hereunder, unless such waiver or modification is in writing and duly executed by all parties.35. Construction of Agreement.The parties agree that they have participated equally in the preparation of this agreement. As a result, the parties agree that no provision of this agreement shall be construed more strictly against any party.36. Binding Effect of Agreement.This agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors, assigns and legal representatives.37. Commissions.Buyer will pay Discovery Commodities, Singapore US$ 1.50 per MT shipped.Seller will pay Hiwa Tillakoy, Sweden US$ 1.50 per MT shipped38. Brokers.Seller and buyer recognize the brokers involved in this transaction whom facilitate and work together with buyer and seller to get the business done. Fernando M. Perez, Miami, USA; Hiwa Tillakoy, Sweden; Discovery Commodities, Singapore.SellerBuyerDate: Date:SignatureSignatureFor and on behalf ofSellerFor and on behalf of Buyer____________________________ ______________(Print Name) (Print Name)Passport no.: Passport no.:Issued by: : Issued by:ADDENDUM “A”Banking informationSeller’s banking informationBank Name:Bank Address:Account Name:SWIFT:Banker Officer:Telephone:Buyers and Sellers complete banking information is required with the return of the signed and sealed contractBuyers banking informationBank officer:APPENDIX “A”Product Specification:Commodity: Granular Sulphur in BulkSpecifications:Color: Bright yellowPurity on dry basis:Moisture:Acidity:Ash Content:。
Sales And Purchasing Agreement -买卖合同书
CONTRACT FOR SALE AND PURCHASE OF BUSINESS This contract for sale and purchase, hereinafter referred to as "Contract" or "Agreement", is executed this day of , 20 , by and between, hereinafter referred to as"Seller", and , hereinafter referred to as "Buyer".WITNESSETH:WHEREAS, Seller is the owner of Seller's property, situated and located in County, State of , more particularly described in Exhibit "A" attached hereto and made a part hereof, hereinafter referred to as the "Property"; and WHEREAS, Buyer desires to purchase Seller's property and Seller desires to sell said property to Buyer;NOW, THEREFORE, for and in consideration of the mutual covenants and promises hereinafter contained, the Seller agrees to sell and the Buyer agrees to buy the "Property" upon the following terms and conditions.1. PURCHASE PRICE AND METHOD OF PAYMENT. Buyer shall pay and Seller shall accept the purchase price for the property in the manner of payment therefor set forth in Exhibit "B" attached hereto and made a part hereof.2. CLOSING. The closing of the transactions contemplated by this agreement, hereinafter referred to as "The Closing", shall be held at , , , on the day of , 20 , at x.m. or at such other place, date and time as the parties hereto may otherwise agree (such date to be referred to in this agreement as the "Closing Date").3. REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer the correctness, truthfulness and accuracy of the matters shown on Exhibit "C" attached hereto, all of which shall survive closing. In addition, Seller represents and warrants to Buyer that the documents enumerated in Exhibit "D" attached hereto and made a part hereof, are true, authentic and correct copies of the original, or, if appropriate, the originals themselves, and no alterations or modifications thereof have been made.4. REPRESENTATIONS AND WARRANTIES. Buyer and Seller hereby represent and warrant the following:a. Brokers. There has been no act or omission by Buyer or Seller which would give rise to any valid claim against any of the parties hereto for a brokerage commission, finder's fee, or other like payment in connection with the transactions contemplated hereby.5. TRANSACTIONS PRIOR TO CLOSING. Seller hereby covenants the following:a. Conduct of Seller's Business Until Closing. Except as Buyer may otherwise consent in writing prior to the Closing Date, Seller will not enter into any transaction, take any action or fail to take any action which would result in, or could reasonably be expected to result in or cause any of the representations and warranties of Seller contained in this Agreement to be void, invalid or false on the Closing Date.b. Resignations. Seller shall deliver to Buyer prior to the Closing Date, such resignations of officers or employees of the business as Buyer shall indicate, each such resignation to be effective on the Closing Date.c. Satisfactions. Seller shall deliver to Buyer on the Closing Date a satisfaction of any encumbrance or lien on the property satisfactory in form and substance to the Buyer indicating that the then outstanding unpaid principal balance of any promissory note secured thereby has been paid in full prior to or simultaneously with the closing.d. Advice of Changes. Between the date hereof and the Closing Date, Seller will promptly advise Buyer in writing of any fact which, if existing or known at the date hereof, would have been required to be set forth herein or disclosed pursuant to this Agreement.e. Documents. Seller shall deliver to Buyer at closing such documents which are, in Buyer's sole discretion, necessary to fully satisfy the objectives of this Agreement in content and form reasonably intended to do so.6. EXPENSES. Each of the parties hereto shall pay its own expenses in connection with this Agreement and the transactions contemplated hereby, including the fees and expenses of its counsel and its certified public accountants.7. GENERAL.a. Survival of Representations and Warranties. Each of the parties to this Agreement covenants and agrees that their respective representations, warranties, covenants, statements, and agreements contained in this Agreement shall survive the Closing Date and terminate on the second anniversary of such date. Except as set forth in this Agreement, the exhibits hereto or in the documents and papers delivered by Seller to Buyer in connection herewith, there are no other agreements, representations, warranties, or covenants by or among the parties hereto with respect to the subject matter hereof.b. Waivers. No action taken pursuant to this Agreement, including any investigation by or on behalf of any party shall be deemed to constitute a waiver by the party taking such action of compliance with any representation, warranty, covenant or agreement contained herein or therein and in any documents delivered in connection herewith or therewith. The waiver by any party hereto of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any subsequent breach.c. Notices. All notices, requests, demands and other communications which are required or may be given under this Agreement shall be in writing and shall be deemed to have been duly given if delivered or mailed, first class mail, postage prepaid,To Seller:To Buyer:or to such other address as such party shall have specified by notice in writing to the other party.d. Sections and Other Headings. The section and other headings contained in this Agreement are for reference purposes only and shall not affect the meaning or interpretations of this Agreement.e. Governing Law. This agreement, and all transactions contemplated hereby, shall be governed by, construed and enforced in accordance with the laws of the State of . The parties herein waive trial by jury and agree to submit to the personal jurisdiction and venue of a court of subject matter jurisdiction located in County, State of . In the event that litigation results from or arises out of this Agreement or the performance thereof, the parties agree to reimburse the prevailing party's reasonable attorney's fees, court costs, and all other expenses, whether or not taxable by the court as costs, in addition to any other relief to which the prevailing party may be entitled. In such event, no action shall be entertained by said court or any court of competent jurisdiction if filed more than one year subsequent to the date the cause(s) of action actually accrued regardless of whether damages were otherwise as of said time calculable.f. Conditions Precedent. The Conditions Precedent to the enforceability of this Agreement are outlined more fully in Exhibit "E", attached hereto and made a part hereof. In the event that said Conditions Precedent are not fulfilled by the appropriate dates thereof, then this Agreement shall be deemed null and void and any deposits paid at said time shall be returned to the Buyer forthwith.g. Captions. The Captions of this contract are for convenience and reference only and in no way define, describe, extend, or limit the scope or intent of this contract, or the intent of any provisions hereof.h. Typewritten or Handwritten Provisions. Hand-written provisions inserted in this contract and typewritten provisions initialed by both parties shall control over the typewritten provisions in conflict therewith.i. Time of the Essence. Time and timely performance are of the essence of this contract and of the covenants and provisions hereunder.j. Successors and Assigns. Rights and obligations created by this contract shall be binding upon and inure to the benefit of the parties hereto, their successors and assigns. Whenever used, the singular number shall include the plural, the plural the singular, and the use of any gender shall include all genders.k. Contractual Procedures. Unless specifically disallowed by law, should litigation arise hereunder, service of process therefore may be obtained through certified mail, return receipt requested; the parties hereto waiving any and all rights they may have to object to the method by which service was perfected.l. Extraordinary Remedies. To the extent cognizable at law, the parties hereto, in the event of breach and in addition to any and all other remedies available thereto, may obtain injunctive relief, regardless of whether the injured party can demonstrate that no adequate remedy exists at law.8. AMENDMENTS OR ADDENDA. All amendments, addenda, modifications, or changes to this contract are shown on Exhibit "F", attached hereto and made a part hereof.9. INITIALS AND EXHIBITS. This contract shall not be valid and enforceable unless it is properly executed by Buyer and Seller and their initials affixed to each page of the exhibits attached hereto and made a part hereof.IN WITNESS WHEREOF, this Agreement has been executed by each of the individual parties hereto and signed by an officer thereunto duly authorized and attested under the corporate seal of the Secretary of the Corporate party hereto, if any, all on the date and year first above written.Signed, sealed and deliveredin the presence of:SELLER:(CORPORATE SEAL) (CORPORATE NAME)BY:Witness Its President/Vice PresidentAttest: Its SecretaryIndividual NameWitnessWitnessBUYER(CORPORATE SEAL) (CORPORATE NAME)BY: Witness Its President/Vice PresidentAttest: Its SecretaryIndividual NameWitnessWitnessEXHIBIT "A"PROPERTY DESCRIPTIONAll assets associated with or relating to that certain business establishment known and commonly referred to as , located at , in County, , including, but not limited to: the trade name " ," all leasehold improvements, inventory, fixtures, utility deposits, telephone deposits, any and all other security deposits, good will (which has no value), and any and all other items normally considered and commonly referred to as assets, except those specifically excepted hereinafter: .Initials:SellerBuyerEXHIBIT "B"AMOUNT AND PAYMENT OF PURCHASE PRICEa. CONSIDERATION As total consideration for the purchase and sale of the property, the Buyer shall pay to the Seller the sum of ($ ), such total consideration to be referred to in this Agreement as the "Purchase Price".b. PAYMENT. The Purchase Price shall be paid as follows:i. Dollars ($ ) to be paid to Seller upon execution of this contract;ii. Cashier's or certified check from Buyer in the sum of Dollars ($ ) to be delivered to Seller at closing.c. ALLOCATION. The Purchase Price shall be allocated for tax purposes as follows:i. Inventory $ii. Fixtures $iii. Leasehold Improvements $iv. Goodwill $v. Non-Competition Provision $vi. Other (specify) $Initials:SellerBuyerEXHIBIT "C"REPRESENTATIONS AND WARRANTIES OF SELLERa. Organization and Standing. Corporation is a corporation duly organized, validly existing and in good standing under the laws of the State of and has the corporate power and authority to carry on its business as it is now being conducted.b. Authority Relative to this Agreement. Except as otherwise stated herein, the Seller has full power and authority to execute this Agreement and carry out the transactions contemplated by it and no further action is necessary by the Seller to make this Agreement valid and binding upon Seller and enforceable against it in accordance with the terms hereof, or to carry out the actions contemplated hereby. The execution, delivery and performance of this Agreement by the Seller will not (i) constitute a breach or a violation of the Corporation's Certificate of Incorporation, By-Laws, or of any law, agreement, indenture, deed of trust, mortgage, loan agreement or other instrument to which it is a party, or by which it is bound; (ii) constitute a violation of any order, judgment or decree to which it is a party or by which its assets or properties is bound or affected; or (iii) result in the creation of any lien, charge or encumbrance upon its assets or properties, except as stated herein.c. Tax Matters. The Seller has timely prepared and filed all federal, state and local tax returns and reports as are and have been required to be filed and all taxes shown thereon to be due have been paid in full, including but not limited to, sales tax, withholding tax and all other taxes of every nature.d. Properties. The Seller has good and merchantable title to all of its properties and assets which are those properties and assets as set out in Exhibit "A" annexed hereto and made a part hereof. At Closing, such properties and assets will be subject to no mortgage, pledge, lien, conditional sales agreement, security agreement, encumbrance or charge, secured or unsecured, except for those taxes which shall be pro-rated as of the date of Closing. Seller has or will pay all debts incurred by it up to the date of occupancy by Buyer including all employee compensation and utilities.e. Compliance with Applicable Laws. None of the Seller's actions in transferring good and merchantable title to those assets and properties set out in Exhibit "A" are prohibited by or have violated or will violate any law in effect on the date of this Agreement or on the date of closing.f. Documents for Review. The Seller's documents enumerated in Exhibit "D" attached hereto and made a part hereof, are true, authentic, and correct copies of the originals, or, as appropriate, the originals themselves, and no alterations and modifications thereof have been made.g. The lease currently operative on the premises, if applicable, is in good standing and all payments required to be made under the lease have been made by Seller.h. All rent averages, rent, maintenance expenses and prorations relating to the lease, including any real property tax obligations and insurance obligations up to occupancy by Buyers, are the responsibility of Seller.i. will pay any and all fees charged by the Landlord for processing any assignment of the lease to the Buyer.Initials:SellerBuyerEXHIBIT "D"DOCUMENTS FOR REVIEWi. Leasehold Agreement(s)ii. Financial and Operating Statement(s)iii. Sales Tax Return(s)iv. Income Tax Return(s)v. Accounts Payable/Receivables Ledgervi. If Seller is a Corporation:a. Corporate Articles of Incorporationb. Corporate Bylawsc. Corporate Minutes and ResolutionsInitials:SellerBuyerEXHIBIT "E"CONDITIONS PRECEDENTa. Buyer obtaining the full transfer and assumption of the leasehold interest and the leasehold agreement(s) currently in force between Seller and Seller's landlord.b. The full payment of all liabilities and obligations currently outstanding on the business, except those specifically enumerated hereinafter and assumed by Buyer as a part of this transaction:Initials:SellerBuyerEXHIBIT "E"AMENDMENTS AND ADDENDADuring the term of this Agreement, upon its termination for any Seller will not, directly or indirectly, enter the employment of, or render services to, any other person, partnership, association, or corporation engaged in the same or substantially similar business covered by this agreement in any area which can be reasonably termed competitive to the Buyer; and during such term of two (2) years, the Seller will not within such territory engage in such business on his own account, or become interested therein, directly or indirectly, as an individual, partner, shareholder, director, consultant, independent contractor, officer, clerk, principal, agent, employee, trustee, or in any relation or capacity whatsoever.Initials:SellerBuyer。
英文购销合同范本
英文购销合同范本当然，以下是一个简单的英文购销合同范本（Sales and Purchase Agreement Template），用于指导如何撰写此类合同。
请注意，这只是一个示例，实际合同应由法律专业人士根据具体情况定制。
SALES AND PURCHASE AGREEMENTThis Agreement is made and entered into as of [Date] (the "Effective Date") by and between [Buyer's Name], having a business address at [Buyer's Address] (hereinafter referred to as "Buyer"), and [Seller's Name], having a business address at [Seller's Address] (hereinafter referred to as "Seller").1. Purpose of AgreementThe purpose of this Agreement is to set forth the terms and conditions under which the Seller agrees to sell and the Buyer agrees to purchase the products described herein (the "Products").2. Description of ProductsThe Products covered by this Agreement are [description of the products], and any attachments hereto shall constitute part of this Agreement.3. Quantity RestrictionThe quantity of the Products to be purchased by the Buyerfrom the Seller under this Agreement shall not exceed [quantity] units.4. PriceThe price for the Products shall be [price per unit], which includes [list any inclusions, such as taxes, shipping, etc.].5. Payment TermsPayment for the Products shall be made in [method of payment, e.g., cash, check, wire transfer] within [number of days]days from the date of invoice.6. DeliveryThe Seller shall deliver the Products to the Buyer at [delivery location] within [number of days] days after thedate of this Agreement.7. WarrantyThe Seller warrants that the Products shall be free from defects in workmanship and materials for a period of[duration of warranty] from the date of delivery.8. RemediesIn the event of a breach of warranty, the Buyer shall notify the Seller within [number of days] days of discovery, and the Seller shall, at its option, either repair or replace the defective Products.9. TerminationThis Agreement may be terminated by either party upon [number of days] days written notice to the other party.10. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of the [specify jurisdiction].11. Dispute ResolutionAny disputes arising out of or in connection with this Agreement shall be resolved through [method of dispute resolution, e.g., arbitration, mediation, litigation].12. Entire AgreementThis Agreement constitutes the entire agreement between the parties and supersedes all prior negotiations, understandings, and agreements between them.13. SignaturesIN WITNESS WHEREOF, the parties have executed this Agreementas of the Effective Date.[Buyer's Name][Buyer's Signature][Buyer's Title][Buyer's Date][Seller's Name][Seller's Signature][Seller's Title][Seller's Date]请根据实际情况调整上述条款，并在签订正式合同前咨询法律专业人士。
SaleandPurchaseAgreement买卖合同_1.doc
Sale and Purchase Agreement买卖合同-Amendment dated as of _________,_________,_________(M,D,Y) (this Amendment ) to the Sale and Purchase Agreement, dated _________,_________,_________(M,D,Y), between BBB plc (the Seller ) and AAA Ltd. (the Purchaser ) in respect of _________ and interests in certain other companies (the Agreement ). Capitalized terms used herein but not otherwise defined herein shall have meanings assigned to them in the Agreement.WHEREAS, clause 20(10) of the Agreement provides that a variation of the Agreement is permitted if made in writing and signed by or on behalf of both parties to the Agreement;WHEREAS, the parties hereto are the parties to the Agreement and desire to amend certain provisions of the Agreement;NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties hereto hereby agree as follows:A. Amendment of the Agreement.(1) The words in clause 4(3), the date specified in subclause (2) above , shall be deleted, and replaced by _________,_________,_________(M,D,Y) .(2) The words in clause 5(1), the fifth Business Day after the conditions referred to in clause 4(1) have been fulfilled , shall be deleted and replaced by _________,_________,_________(M,D,Y) or such earlier date as the parties may agree, subject to the condition referred to in clause 4(1) having been fulfilled on or prior to that date .B. Miscellaneous.(1) Save as expressly amended in accordance with the provisions of this Amendment the provisions of the Agreement shall continue in full force and effect.(2) This Amendment shall be governed by and construed in accordance with the laws of England. The provision of clause 21 of the Agreement shall apply to this Amendment mutatis mutandis.(3) This Amendment may be executed in any number of counterparts, each of which is an original and all of which together evidence the same agreement.IN WITNESS WHEREOF, Purchaser and Seller have caused this Amendment to be signed by their respective officers thereunto duly authorized as of the date first written above.AAA LTD. BBB PLCBy:/s/ _________ By:/s/ _________Name: _________ Name: _________Title: _________ Title: _________。
房屋买卖合同(英文版)6篇
房屋买卖合同（英文版）6篇篇1HOUSE SALE AND PURCHASE AGREEMENTSeller:Name: ________________________Address: ________________________Buyer:Name: ________________________Address: ________________________Agreement Date: ________________This agreement is made between the Seller and the Buyer for the sale and purchase of a property located at________________________ (hereinafter referred to as "the Property").1. Property Description:The Property is described as follows:- Address: ________________________- City/Town: ________________________- State/Province: ________________________- Zip/Postal Code: ________________________- Lot/Plot No.: ________________________ (if applicable)- Unit No., Apartment No., Floor No., etc.:________________________ (if applicable)- Size of land and building(s): ______________ square meters/square feet, with attached amenities, including ________.- Other details of the property such as surrounding amenities, fixtures, and fittings are specified in the sales brochure/marketing materials/previous agreements and are hereby confirmed by both parties.2. Purchase Price:The agreed purchase price for the Property is $____________ (USD). The amount shall be paid in full as per the terms stated below.3. Terms of Payment:a) A deposit of $____________ (USD) shall be paid by the Buyer to the Seller upon signing this Agreement.b) The balance of $____________ (USD) shall be paid on____________ (closing date) upon successful completion of property transfer procedures.c) All applicable transfer taxes and other costs related to the transfer shall be borne by the Buyer unless otherwise agreed.d) Details of any mortgage or financing arrangement, if applicable, are specified below: ________________________ .e) The payment schedule and terms are binding on both parties. Failure to adhere to the payment schedule may result in legal action and/or termination of this Agreement.4. Property Transfer:The Seller agrees to transfer ownership of the Property to the Buyer on the closing date specified in this Agreement. The Seller shall ensure that all necessary documents for property ownership transfer are provided and signed over to the Buyer on the closing date.5. Possession of Property:Unless otherwise agreed, the Seller shall ensure that possession of the Property is handed over to the Buyer on or before the closing date.6. Warranty and Condition of Property:The Seller guarantees that the Property is free from all legal claims and disputes and is being sold in its current condition. Any latent defects or issues with the Property shall be disclosed by the Seller prior to signing this Agreement.7. Disclosures and Disclosure Statement:The Seller shall provide a disclosure statement, disclosing all known defects or issues with the Property and any other information relevant to the sale. The Buyer shall thoroughly review this statement prior to signing this Agreement.8. Default in Contract Performance:In case of any default by either party in fulfilling the terms of this Agreement, the other party shall have the right to claim damages or seek legal remedies available under law.9. Law and Jurisdiction:This Agreement shall be governed by the laws of theState/Province where the Property is located, and any disputesarising out of this Agreement shall be subject to the jurisdiction of courts in that State/Province.10. Miscellaneous:a) This Agreement may not be modified or altered unless both parties agree in writing.b) Any additional terms and conditions agreed between the parties shall be documented in writing and made a part of this Agreement.c) This Agreement constitutes the entire understanding between the parties and no prior understanding or representations not specified herein shall be binding on either party.d) Failure by either party to exercise any right or remedy shall not constitute a waiver of any other rights or remedies available under this Agreement or otherwise under law.e) If any term of this Agreement is held invalid or unenforceable by a court of law, such invalidity or unenforceability shall not affect any other term or provision of this Agreement, which shall remain in full force and effect.f) This Agreement is made in duplicate originals, each party receiving an equal number of originals for their records.g) The original English version of this Agreement shall be deemed as authentic, and any translation provided for reference only.h) Both parties have read and fully understand this Agreement and agree to be bound by its terms.Seller Signature: ________________________Date: ________________________Buyer Signature: ________________________Date: ________________________Witness Signature (if applicable): ________________________篇2HOUSE PURCHASE AND SALE CONTRACTParty A: BuyerParty B: SellerI. Contract Background and PurposeThis contract is entered into by Party A and Party B for the purpose of buying and selling a house. The parties hereby agree to the following terms and conditions to ensure fair and equitable transactions.II. Property DescriptionThe property is located at [Address]. The house is in good condition, and all details, including its structure, size, amenities, and any other relevant information, are listed in the attached document.III. Contract Price and Payment Terms1. The total contract price for the property is [Price] USD.2. Payment terms: The buyer shall make an initial deposit of [Deposit Amount] USD upon signing this contract. The balance shall be paid in full upon completion of the property transfer and registration of the buyer's name in the property ownership certificate.3. All payments shall be made through bank transfers to the seller's designated account.IV. Property Ownership Transfer1. Upon full payment of the contract price, the seller shall transfer ownership of the property to the buyer.2. The seller shall ensure that there are no legal disputes or encumbrances on the property that could affect its ownership transfer or usage by the buyer.V. Closing Date and Conditions1. The closing date for this contract shall be [Closing Date].2. The sale shall be subject to customary conditions such as receiving necessary approval from governmental authorities, clearance of title, and completion of all paperwork required for property ownership transfer.VI. Representations and WarrantiesThe seller represents and warrants that:1. The property is owned by the seller in full and free of any legal disputes or encumbrances.2. All necessary documents pertaining to the property are genuine and accurate.3. The seller has the legal authority to sell the property and transfer ownership to the buyer.VII. Liabilities and Indemnification1. If the seller breaches this contract, the buyer shall have the right to terminate the contract and claim damages.2. The buyer shall indemnify the seller against any losses arising from the buyer's breach of contract or improper use of the property.VIII. Force MajeureIn case of force majeure events such as natural disasters, acts of war, government restrictions, or other unforeseeable circumstances, either party may suspend or terminate this contract without liability.IX. Miscellanea1. This contract is governed by the laws of [Country/State].2. Any disputes arising from this contract shall be resolved through negotiation or through legal means in [Country/State].3. This contract is binding upon both parties and their legal representatives.4. This contract is in duplicate, with each party holding one copy.5. Any amendments to this contract must be made in writing and signed by both parties.6. This contract becomes effective upon signature by both parties and shall remain valid until fully performed or terminated as per its terms.SIGNED BY:Party A: _____________________ (Signature)Date: _________________Party B: _____________________ (Signature)Date: _________________Witness: _____________________ (Signature)Date: __________________(Note: A witness is not required if both parties are present at the time of signing)_(End of Contract)篇3HOUSE PURCHASE AND SALE CONTRACTParty A: BuyerParty B: SellerIn accordance with the Contract Law of the People’s Republic of China and other relevant laws and regulations, Party A and Party B, upon friendly consultation and mutual equality, agree to purchase and sell a house through this contract.Article 1: Contract ObjectiveThe parties agree to purchase and sell the house located at [address] (hereinafter referred to as the “Property”) in accordance with the terms and conditions stipulated in this Contract.Article 2: Property Information1. Property Address: [address]2. Property Type: [type]3. Property Area: [area] square meters4. Ownership Certificate Number: [certificate number]5. Land Use Right Certificate Number: [certificate number]Article 3: Transaction Price and Payment Method1. The transaction price of the Property is ____ RMB (including/excluding tax).2. Payment method: The Buyer shall pay the Seller the total amount of ____ RMB on ____.Article 4: Terms of DeliveryThe Seller shall deliver the Property to the Buyer on ____ and ensure that the Property is free from any encumbrances or disputes.Article 5: Rights and Obligations of the Parties1. Party A shall pay the purchase price in accordance with Article 3.2. Party B shall ensure that the Property is legitimate and ensure that it is delivered to Party A on time.3. Both parties shall perform their respective obligations in a timely and honest manner, and assist each other in handling related procedures.Article 6:违约责任(违约责任in English)In case of any breach of contract by either party, the other party shall be entitled to claim compensation for all losses incurred due to such breach.Article 7: Contract Amendment and TerminationThis Contract cannot be unilaterally amended or terminated by any party without the consent of both parties. Any amendment or termination shall be made in writing and signed by both parties.Article 8: Settlement of DisputesAny dispute arising from or in connection with this Contract shall be settled firstly through friendly consultation between the parties. If no settlement can be reached, either party may submit the dispute to the court with jurisdiction over the Property location for resolution.Article 9: MiscellaneousThis Contract is made in duplicate, with both parties holding one copy each. This Contract becomes effective upon signature by both parties.Party A (Buyer): _________________________ Date: _________ Signature: _________________________ ID No./Company Registration No.: _________________________ Contact Information:_________ Email: _________ Phone No.: _________ Address:_________ Bank Account Information (if applicable): _________ Bank Name: _________ Account No.: _________Party B (Seller): _________________________ Date: _________ Signature: _________________________ ID No./Company Registration No.: _________________________ Contact Information: _________ Email: _________ Phone No.: _________ Address:_________ Bank Account Information (if applicable): _________ Bank Name: _________ Account No.: _________(Note: This is a template contract and should be used as a reference only. It is recommended to consult a professional legal advisor before signing any contract.)--- End of House Purchase and Sale Contract ---篇4HOUSE SALE AND PURCHASE CONTRACTThis House Sale and Purchase Contract ("Contract") is made and entered into on [Date] by and between [Seller's Full Name] (hereinafter referred to as the "Seller") and [Buyer's Full Name] (hereinafter referred to as the "Buyer").1. Property DescriptionThe Seller agrees to sell and the Buyer agrees to purchase the property located at [Address] (hereinafter referred to as the "Property"). The Property comprises of [describe the property in detail including its structure, land area, amenities, etc.].2. Property OwnershipThe Seller is the sole owner of the Property and is duly authorized to transfer ownership of the Property to the Buyer. The Seller guarantees that there are no third-party interests or encumbrances on the Property that would impede its transfer to the Buyer.3. Price and Payment TermsThe total purchase price for the Property is [Purchase Price] in United States currency. The Buyer shall pay the Purchase Price in full by [Payment Deadline]. The Seller shall provide a receipt for such payment.4. Transaction ConditionsThe transfer of ownership of the Property shall be subject to the following conditions:a) The Property shall be sold as is, without any warranty on its condition or defects, except for any latent defects that are disclosed in writing by the Seller.b) The Seller shall provide all necessary documents to prove ownership and ensure smooth transfer of ownership to the Buyer.c) The Buyer shall conduct any inspections of the Property as necessary prior to purchase. Any defects identified during these inspections must be disclosed by the Seller and agreed in writing by both parties before closing the sale.d) All outstanding debts, taxes, and other financial obligations related to the Property shall be paid by the Seller prior to the transfer of ownership.e) The Seller shall ensure that all applicable transfer taxes and fees are paid during the course of this transaction.5. Closing DateThe closing date for this sale shall be no later than [Closing Date]. Both parties shall meet at the closing to execute all necessary documents for the transfer of ownership of the Property.6. Warranty and RepresentationsThe Seller represents and warrants that:a) The Property is free from any legal action or litigation that could affect its ownership or transfer.b) All information provided by the Seller regarding the Property is true and accurate. Any misrepresentation or omission of fact by the Seller may constitute a breach of this Contract.7. DefaultIf any party fails to perform any obligation under this Contract, the other party may terminate this Contract and seek legal remedies for any losses incurred due to such default.8. Governing LawThis Contract shall be governed by and interpreted in accordance with the laws of [Country/State]. Any disputes arising out of or in connection with this Contract shall be resolved through binding arbitration or in accordance with the judicial procedures of [Country/State].9. Miscellaneousa) This Contract constitutes the entire agreement between the parties for the sale of the Property and no modifications shall be made unless agreed in writing by both parties.b) Any amendments or modifications to this Contract must be made in writing and signed by both parties.c) Failure by any party to exercise any right or remedy under this Contract shall not be a waiver of any other rights or remedies available to them.d) This Contract shall be binding on both parties and their respective heirs, representatives, and assigns.In witness whereof, the parties have executed this Contract on the date stated above.Seller: _____________________ Date: ________________Buyer: _____________________ Date: ________________Signature Block (if applicable):(Signature) (Date) (Seller's Name) (Buyer's Name) (Witness Signature if applicable) (Witness Date if applicable) (Witness Name if applicable) Please note that this contract should be printed on legal size paper for proper formatting. 无论您的具体需求是什么，请在签署任何合同之前寻求专业法律咨询以确保您的权益得到充分保护。
买卖合同中英文
买卖合同中英文买卖合同（Sales and Purchase Agreement）本合同由以下双方于 [签订日期] 签订：卖方（Seller）：[卖方全称]地址（Address）：[卖方地址]联系方式（Contact Information）：[卖方联系方式]买方（Buyer）：[买方全称]地址（Address）：[买方地址]联系方式（Contact Information）：[买方联系方式]鉴于卖方拥有[详细描述待售物品，包括数量、规格、型号等]，且买方愿意购买该物品，双方同意遵守以下条款和条件：第一条物品描述（Item Description）1.1 卖方同意出售，买方同意购买以下物品：[详细列物品描述]。
1.2 物品应符合[卖方/买方]提供的规格和质量标准。
第二条交付与验收（Delivery and Acceptance）2.1 交付地点为[交付地点]。
2.2 交付时间为[具体交付日期或交付期限]。
2.3 买方应在收到物品后[具体时间]内完成验收，并通知卖方验收结果。
第三条价格与支付（Price and Payment）3.1 物品总价为[金额]，包括所有税费和其他费用。
3.2 买方应按以下方式支付价款：[支付方式，分期付款详情等]。
第四条保证与担保（Warranties and Guarantees）4.1 卖方保证其拥有完整的所有权，并有权出售上述物品。
4.2 卖方保证物品在交付时处于良好状态，且符合合同规定的规格。
第五条违约责任（Breach of Contract）5.1 如一方违反合同条款，应承担违约责任，并赔偿对方因此遭受的损失。
第六条争议解决（Dispute Resolution）6.1 双方应通过友好协商解决因本合同引起的或与本合同有关的任何争议。
6.2 如协商未能解决争议，任何一方均可向[指定法院或仲裁机构]提起诉讼或仲裁。
第七条其他条款（Miscellaneous）7.1 本合同一式两份，卖方和买方各执一份，具有同等法律效力。
双语版买卖合同4篇
双语版买卖合同4篇篇1双语版买卖合同Purchasing Agreement甲方（买方）：__________________________Party A (Buyer): __________________________乙方（卖方）：__________________________Party B (Seller): __________________________鉴于Whereas1. 甲方拟购买以下物品：Party A intends to purchase the following items:2. 乙方同意销售上述物品给甲方。
Party B agrees to sell the above-mentioned items to Party A.基于以上前提，双方达成如下协议：Based on the above premises, the parties hereby agree as follows:第一条货物描述Article 1 Description of Goods1.1 乙方同意向甲方出售以下物品（以下简称“货物”）：Party B agrees to sell the following items (hereafter referred to as “Goods”) to Party A:1.2 货物的数量、规格、品牌等详细信息如下：The detailed information of the quantity, specifications, brand, etc. of the Goods is as follows:第二条价格Article 2 Price2.1 乙方同意以____________的价格出售上述货物给甲方。
Party B agrees to sell the above-mentioned Goods to Party A at the price of ______________.2.2 价格支付方式为____________（现金/电汇/信用卡等）。
国际贸易合同——售购合同样本5篇
国际贸易合同——售购合同样本5篇篇1International Trade Contract - Sale and Purchase Contract Sample1. PartiesSeller: [Name of Seller] (hereinafter referred to as "Seller")Address: [Seller's Address]Buyer: [Name of Buyer] (hereinafter referred to as "Buyer")Address: [Buyer's Address]2. ProductDescription: The Seller agrees to sell and the Buyer agrees to purchase the following product:- Product Name: [Name of Product]- Quantity: [Quantity of Product]- Price: [Price per unit]- Total Price: [Total Price for the whole order]3. DeliveryThe Seller shall deliver the products to the Buyer at the following address:[Delivery Address]The products shall be delivered in good condition and in accordance with the specifications agreed upon by both parties.4. PaymentThe Buyer shall pay the Seller the total price of the products within [Number of Days] days after the delivery of the products. The payment shall be made in [Currency] by [Payment Method].5. Inspection and AcceptanceThe Buyer shall inspect the products within [Number of Days] days after delivery. If the products do not conform to the specifications agreed upon, the Buyer shall notify the Seller in writing within [Number of Days] days.6. WarrantyThe Seller warrants that the products shall be free from defects in material and workmanship for a period of [Number of Months] months from the date of delivery. If any defects are found during the warranty period, the Seller shall repair or replace the products at no additional cost to the Buyer.7. Governing LawThis contract shall be governed by and construed in accordance with the laws of [Country].In witness whereof, the parties hereto have executed this contract on the date first above written.Seller: _____________________________ (Signature)Buyer: _____________________________ (Signature)篇2国际贸易合同——售购合同样本合同编号：XXXXXXXXXX甲方（卖方）：_______________地址：______________________联系人：____________________电话：______________________乙方（买方）：_______________地址：______________________联系人：____________________电话：______________________鉴于乙方有意购买甲方生产的商品，双方经友好协商，达成如下协议，作为本合同的约定：第一条商品名称、规格及数量1.1 本合同商品如下：商品名称：____________________规格：_______________________数量：_______________________1.2 商品价格为每单位（件/箱/吨等）_____________，总价为______________。
SALES AND PURCHASE CONTRACT 购销合同
<5,300
Total Moisture (ARB)
全水分(ARB)
16%
>18%
Inherent Moisture (ADB)
内在水分(ADB)
10%
Ash (ARB) 灰分(ARB)
12% max
≥18%
Volatile Matter (ADB) 挥发分(ADB)
35% - 45%
Total Sulphur (ARB) 全硫（ARB）
1.3 Packing 1.3 包装
In Bulk 散装
CLAUSE 02 第二条
2.1 Contract Quantity 2.1 合同数量
QUANTITY 数量
1st trial shipment 50,000MT. 2nd-12th shipment 100,000 Metric Tons (+/10% as per Seller’s option) /Month / 12 months. Quantity of each shipment shall be subject to Maximum Vessel Tonnage Limits in Appendix A. First trial shipment shall be 60,000 Metric Tons. 一次 50,000 公吨 和 二次-十二次 卖方随后按每每月. 100,000 公吨 (允许卖方 溢短装+/-10%)/Month/ 12 个月的数量向买方交货。每一船的装运数量须 服从附录 A 中关于船舶最大吨位的限制。第一次试单 5 万吨。
Shipment
4.1 最迟装运期
50,000 公吨 . 直到 2011 年 9 月 末
产品买卖英文合同范本
产品买卖英文合同范本This Product Purchase and Sale Agreement (the "Agreement") is made and entered into as of this ______ day of _______, ______, and between _________ (the "Seller"), a pany organized and existing under the laws of ______, with its registered office at _______, and __________ (the "Buyer"), a pany organized and existing under the laws of ______, with its registered office at _______, (each a "Party" and collectively the "Parties").RECITALS:WHEREAS, the Seller is engaged in the business of manufacturing and selling _______ (the "Products");WHEREAS, the Buyer desires to purchase the Products from the Seller for the purpose of _______;NOW, THEREFORE, in consideration of the mutual covenants and agreements contned herein, the Parties hereto agree as follows:1. Product Description and Quantity: The Seller agrees to sell, and the Buyer agrees to buy _______ units of the Products, as described in Exhibit A attached hereto (the "Products"), in accordance with the terms and conditions set forth herein.2. Purchase Price: The purchase price for the Products shall be _______(__________) USD per unit, exclusive of any taxes, duties, or other governmental charges, which shall be pd the Buyer. The total purchase price for the Products shall be _______ (__________) USD.3. Payment Terms: Payment for the Products shall be made the Buyer as follows:(a) A deposit of _______ (__________) USD upon the execution of this Agreement;(b) The remning balance of _______ (__________) USD shall be pd upon delivery of the Products to the Buyer.4. Delivery: The Seller shall deliver the Products to the Buyer's designated location, _______ (address), on or before _______ (date). The risk of loss and damage to the Products shall pass to the Buyer upon delivery.5. Warranty: The Seller warrants that the Products shall be free from defects in material and workmanship and shall conform to the specifications set forth in Exhibit A. The Seller's warranty shall be valid for _______ (______) months from the date of delivery.6. Inspection and Acceptance: The Buyer shall have the right to inspect the Products upon delivery. If the Buyer determines that the Products do not conform to the specifications set forth in Exhibit A, the Buyer shall notify the Seller in writing within _______ (______) days of delivery. The Seller shall, at its sole discretion, either repr or replace the non-conforming Products or refund the purchase price for such Products.7. Force Majeure: Neither Party shall be liable for any flure or delay in the performance of its obligations under this Agreement due to any cause beyond its reasonable control, including but not limited to acts of God, labor disputes, or disruptions in transportation.8. Governing Law and Jurisdiction: This Agreement shall be governed and construed in accordance with the laws of _______. Any disputes arising out of or in connection with this Agreement shall be resolved arbitration in accordance with the rules of the International Chamber of Commerce.9. Amendment and Modification: This Agreement may only be amended or modified in writing and signed both Parties.10. Assignment: Neither Party may assign this Agreement or any of its rights or obligations hereunder without the prior written consent of the other Party.11. Severability: If any provision of this Agreement is held to be invalid or unenforceable, the remning provisions shall remn in full force and effect.12. Entire Agreement: This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior agreements, negotiations, and understandings, whether written or oral.IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above written._____________________________Seller: ______________________By: __________________________Name:Title:_____________________________Buyer: _______________________By: __________________________Name:Title:Exhibit A Product Specifications。
买卖合同 英文
买卖合同英文Sales and Purchase AgreementThis Sales and Purchase Agreement (the "Agreement") is made and entered into on this ___ day of _______, 20___ (the "Effective Date") by and between:Seller: [Name of Seller]Address: [Seller's Address]Contact Number: [Seller's Phone Number]Buyer: [Name of Buyer]Address: [Buyer's Address]Contact Number: [Buyer's Phone Number]Collectively referred to as the "Parties."WHEREAS, the Seller desires to sell and the Buyer desires to purchase certain goods as described herein;NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the Parties agree as follows:1. Description of Goods:1.1 The Seller agrees to sell and the Buyer agrees to purchase the following goods (the "Goods"):- [Description of Goods 1]- [Description of Goods 2]- [Description of Goods 3](Note: Provide detailed description of each item, includingspecifications, quantity, quality, and any other relevant details)2. Purchase Price:2.1 The purchase price for the Goods shall be [Currency] [Amount] (the "Purchase Price").2.2 Payment shall be made by the Buyer to the Seller in the following manner:- [Payment Method 1]- [Payment Method 2]- [Payment Method 3](Note: Specify the payment methods, such as bank transfer, cash,or check, along with the applicable terms, such as due date, installment plans if any, and any applicable fees or charges)3. Delivery:3.1 The Goods shall be delivered by the Seller to the Buyer's premises at [Address] or any other agreed location on or before [Date].3.2 The Seller shall be responsible for packaging the Goods in a proper manner to ensure safe transportation and delivery.3.3 The risk of loss or damage to the Goods shall pass to the Buyer upon delivery.4. Warranties:4.1 The Seller represents and warrants that:- The Goods are free from any defects in materials and workmanship;- The Goods are fit for the intended purpose as described;- The Seller has clear title to the Goods and has the right to sell them.5. Inspection and Acceptance:5.1 The Buyer shall have [Number of Days] from the date of delivery to inspect the Goods and notify the Seller in writing of any defects or non-conformities.5.2 If the Buyer fails to notify the Seller within the specified time, the Goods shall be deemed accepted by the Buyer.6. Governing Law and Jurisdiction:6.1 This Agreement shall be governed by and construed in accordance with the laws of [Jurisdiction].6.2 Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of [Jurisdiction].7. Entire Agreement:7.1 This Agreement constitutes the entire understanding between the Parties regarding the sale and purchase of the Goods and supersedes all prior agreements, understandings, or representations, whether written or oral.IN WITNESS WHEREOF, the Parties hereto have executed this Sales and Purchase Agreement as of the Effective Date.Seller:____________________[Name of Seller][Title/Position]Buyer:____________________ [Name of Buyer] [Title/Position]。
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AAA ("Purchaser"), The BBB Co., Ltd. ("BBB") and CCC, Ltd. ("CCC") entered into this Sale and Purchase Agreement as of _________,_________,_________(M,D,Y) (this "Agreement") regarding the sale and purchase of real estate etc. under which Purchaser is the purchaser and BBB and CCC are the sellers on _________,_________,_________(M,D,Y) as follows.Article 1.(Definitions)In this Agreement, each term in the following subparagraphs shall have the meaning as defined below.1. "Land" shall mean the land specified in the Land Schedule attached hereto.2. "Building" shall mean the building specified in the Building Schedule attached hereto. The Building includes the Equipment/Fixtures I.3. "Equipment/Fixtures I" shall mean the equipment and fixtures owned by BBB specified in the Equipment/Fixtures Schedule attached hereto.4. "Equipment/Fixtures II" shall mean the equipment and fixtures owned by CCC specified in the Equipment/Fixtures Schedule attached hereto.5. "Property" shall mean the Land, the Building and the Equipment/Fixtures II, collectively.6. "Exodus" shall collectively mean Purchaser, DDD Inc., or their directors, officers, employees, working staffs, agents, contractors, service consignees and other relevant persons.7. The "Memorandum of Agreement Regarding Sublease" shall mean the Memorandum of Agreement Regarding Sublease dated _________,_________,_________(M,D,Y) entered into among AAA, BBB and CCC.8. The "Office Space Sublease Agreement" shall mean the office space sublease agreementregarding Nomura Fudosan Shinjuku Building as of _________,_________,_________(M,D,Y) entered into between AAA and CCC.Article 2.(Sale and Purchase between Purchaser and BBB)1. BBB shall sell to the Purchaser, and the Purchaser shall purchase from BBB, the Land and the Building, in accordance with this Agreement.2. The purchase price in the preceding paragraph shall be _________(yen). The details of the purchase price shall be as follows.1. The Land: _________(yen)2. The Building: _________(yen) and the consumption tax of _________(yen)3. The Purchaser and BBB hereby confirm that the consumption tax in the preceding paragraph is calculated on the basis that the consumption tax rate (i.e., the total of the tax rates under the Consumption Tax Law and the Local Consumption Tax Law) effective as of the execution date hereof is 5%, and they agree that the amount of the consumption tax in the preceding paragraph will automatically change as a result of any change in the tax rate applicable to the sale and purchase hereunder after the execution date hereof.4. Should any new tax similar to the consumption tax be imposed on this Agreement due to a change in the tax system after the execution date hereof, the Purchaser shall bear the burden of such tax.Article 3.(Sale and Purchase between Purchaser and CCC)1. CCC shall sell to the Purchaser, and the Purchaser shall purchase from CCC, the Equipment/Fixtures II, in accordance with this Agreement.2. The purchase price in the preceding paragraph shall be _________(yen) (which consists of the Equipment/Fixtures II of _________(yen) and the consumption tax of _________(yen)).3. The Purchaser and CCC hereby confirm that the consumption tax in the preceding paragraph is calculated on the basis that the consumption tax rate (i.e., the total of the tax rates under the Consumption Tax Law and the Local Consumption Tax Law) effective as of the execution date hereof is 5%, and they agree that the amount of the consumption tax in the preceding paragraphwill automatically change as a result of any change in the tax rate applicable to the sale and purchase hereunder after the execution date hereof.4. Should any new tax similar to the consumption tax be imposed on this Agreement due to a change in the tax system after the execution date hereof, the Purchaser shall bear the burden of such tax.Article 4.(Payment Date and Payment Method)1. The Purchaser shall pay BBB _________(yen) in total of the purchase price as set forth in Article 2, representing _________(yen) plus _________(yen) as consumption tax on the taxable portion thereof upon the execution of this Agreement and shall, subject to Paragraph 2 of Article 12, pay BBB the remaining balance of the purchase price no later than _________,_________,_________(M,D,Y), by wire transferring each amount to the bank deposit account designated by BBB (any wire transfer charges shall be borne by the Purchaser). Transfer of ownership of the Land of and the Building shall occur as set forth in Paragraph 1 of Article 13.2. The Purchaser shall pay CCC _________(yen) in total of the purchase price as set forth in Article 3 upon the execution of this Agreement and shall, subject to Paragraph 3 of Article 12, pay CCC the remaining balance of the purchase price no later than _________,_________,_________(M,D,Y), by wire transferring each amount to the bank deposit account designated by CCC (any transfer charges shall be borne by the Purchaser). Transfer of ownership of the Equipment/Fixtures II shall occur as set forth in Paragraph 2 of Article 13.3. The "remaining balance" shall mean an amount calculated after applying by Articles 2.3, 2.4, 3.3 and 3.4.4. With respect to the acceptances of the purchase prices in the preceding two paragraphs, BBB and CCC shall deem the wire transfer receipts issued to the Purchaser by the bank(s) as the receipts and will not issue any receipt to the Purchaser. The Purchaser shall not object to this treatment.5. BBB shall take any measures as specified in Subparagraph 1 of Paragraph 1 of Article 41, referred to by Paragraph 1 of Article 41-2 of the Building Lots and Buildings Transaction Business Law (Guarantee Entrustment Agreement with a Real Estate Guaranty Co., Ltd.) with respect to the amounts received from the Purchase upon the execution of this Agreement.Article 5.(Change of the Subject of Sale and Purchase)1. If any portion of the Building or the Equipment/Fixtures II is removed due to construction or other work which Exodus itself or BBB, CCC or any third party, with Exodus' prior approval, conducts during the period from the execution hereof to the delivery of the Property, the removal portion shall automatically be excluded from the subject of this Agreement.。