材料采购合同(英文)

PURCHASE CONTRACT
Contract No.：
Date:
Signing Place:
The Buyer:
Address:
TEL:
FAX:
The Seller
Address:
TEL:
FAX:
1、This Contract is made by and between the Buyer and the Seller;
whereby the Buyer agree to buy and the Seller agree to sell the
under mentioned commodities to the terms and conditions
stipulated below:
2、Country of Origin and Manufacturers：
3、Terms of Delivery FOB/CFR/CIF＿＿＿＿＿＿＿
4、Time of Delivery：Within days after the receipt of the
down payment.
5、Port of loading:
6、Port of Destination:
7、Insurance: Insurance shall be covered by the for115% of the
invoice value against Risks and Additional Risks.
8、Terms of Payment
（1）Letter of Credit: The Buyer shall, ______ days prior to the time of shipment /after this Contract comes into effect, open an irrevocable
Letter of Credit in favor of the Seller. The Letter of Credit shall expire
____ days after the completion of loading of the shipment as stipulated. （2）Documents against payment: After shipment, the Seller shall draw a sight bill of exchange on the Buyer and deliver the documents through Sellers bank and ______ Bank to the Buyer against payment, i.e D/P. The Buyer shall effect the payment immediately upon the first presentation of the bill(s) of exchange.
（3）Documents against Acceptance: After shipment, the Seller shall draw a sight bill of exchange, payable_____ days after the Buyers delivers the document through Seller’s bank and _________Bank to the Buyer against acceptance (D/A ___ days). The Buyer shall make the payment on date of the bill of exchange.
（4）Cash on delivery (COD): The Buyer shall pay to the Seller total amount within ______ days after the receipt of the goods (This clause is not applied to the Terms of FOB, CFR, CIF).
9、Documents Required
The Seller shall present the following documents required to the bank for negotiation/collection:
(1)Full set of clean on board Ocean/Combined Transportation/Land Bills
of Lading and blank endorsed marked freight prepaid/to collect; (2)Signed commercial invoice in copies indicating Contract No., L/C
No.(Terms of L/C)and shipping marks;
(3)Packing list/weight memo in copies issued by ;
(4)Certificate of Quality in copies issued by ;
(5)Certificate of Quantity in copies issued by ;
(6)Insurance policy/certificate in copies(Terms of CIF);
(7)Shipping advice: The Seller shall, within hours after shipment
effected, send by each copy of the above-mentioned documents No. .
10、Terms of Shipment：
(1) FOB
The Seller shall, 30 days before the shipment date specified in the Contract, advise the Buyer by _______ of the Contract No., commodity, quantity, amount, packages, gross weight, measurement, and the date of shipment in order that the Buyer can charter a vessel/book shipping space. In the event of the Seller's failure to effect loading when the vessel arrives duly at the loading port, all expenses including dead freight and/or demurrage charges thus incurred shall be for the Seller's account.
（2）CIF or CFR
The Seller shall ship the goods duly within the shipping duration from the port of loading to the port of destination. Under CFR terms, the Seller shall advise the Buyer by _________ of the Contract No., commodity, invoice value and the date of dispatch two days before the
shipment for the Buyer to arrange insurance in time.
11、Shipping Advice
The Seller shall, immediately upon the completion of the loading of the goods, advise the Buyer of the Contract No., names of commodity, loading quantity, invoice values, gross weight, name of vessel and shipment date by _________ within ________hours.
12、Guarantee of Quality：
The Seller shall guarantee that upon Delivery all goods to be delivered by the Seller shall be completely new and shall comply in all material respects with this Contract.
The guarantee period is within days after the date of the completion of unloading of the goods at the port of destination. Within the guarantee period, the Seller shall remove all defects of the goods due to design, workmanship and improper material used either by repairing or by placing the defective parts or the goods on his own account.
13、Packing：
The packing of the goods shall be preventive from dampness, rust, moisture, erosion and shock, and shall be suitable for ocean transportation/ multiple transportation. The Seller shall be liable for any damage and loss of the goods attributable to the inadequate or
improper packing. The measurement, gross weight, net weight and the cautions such as "Do not stack up side down", "Keep away from moisture", "Handle with care" shall be stenciled on the surface of each package with fadeless pigment.
14、Inspection
（1）The Seller shall have the goods inspected by ______ days before the shipment and have the Inspection Certificate issued by____. The Buyer may have the goods reinspected by ________ after the goods arrive at the destination.
（2）The manufacturers shall, before delivery, make a precise and comprehensive inspection of the goods with regard to its quality, specifications, performance and quantity/weight, and issue inspection certificates certifying the technical data and conclusion of the inspection. After arrival of the goods at the port of destination, the Buyer shall apply to China Commodity Inspection Bureau (hereinafter referred to as CCIB) for a further inspection as to the specifications and quantity/weight of the goods. If damages of the goods are found, or the specifications and/or quantity are not in conformity with the stipulations in this Contract, except when the responsibilities lies with Insurance Company or Shipping Company, the Buyer shall, within _____ days after arrival of the goods at the port of destination, claim against the Seller, or reject the goods according to the inspection certificate
issued by CCIB. In case of damage of the goods incurred due to the design or manufacture defects and/or in case the quality and performance are not in conformity with the Contract, the Buyer shall, during the guarantee period, request CCIB to make a survey.
15、Claim
Within 30 days after the arrival of the goods at the destination, should the quality,specification or quantity be found not in conformity with the stipulations of the Contract except those claims for which the insurance company are liable , the Buyers shall, on the strength of the Inspection Certificate issued by the Commodity Inspection Bureau, have the right to claim for replacement with new goods, or for compensation, and all the expenses(such as inspection charges, freight for returning the goods and for sending the replacement, insurance premium, storage, loading and unloading charges etc.) shall be borne by the Sellers. As regards quality, the Sellers shall guarantee that if, within 12 months from the date of the Final Acceptance of the goods, damage occurs in the course of operation by reason of inferior quality, bad workmanship or the use of inferior materials. The Buyers shall immediately notify the Sellers in writing when damage occurs and put forward a claim supported by Inspection Certificate issued by the China Commodity Inspection Bureau. The Certificate so issued shall be accepted as the base of a claim. The Sellers, in accordance with the Buyers’ claim, shall be responsible for the
immediate elimination of the defect(s),complete or partial replacement of the commodity or shall devaluate the commodity according to the state of defect(s). Where necessary, the Buyers shall be liberty to eliminate the defect(s) themselves at the Sellers’expenses. If the Sellers fail to answer the Buyers within one month after receipt of the aforesaid claim, the claim shall be reckoned as having been accepted by the Sellers.
16、Late delivery and Penalty
Should the Sellers fail to make delivery on time as stipulated in the Contract, with exception of Force Majeure causes specified in Clause 17 of this Contract, the Buyers shall agree to postpone the delivery on condition that the Sellers agree to pay a penalty which shall be deducted by the paying bank from the payment under negotiations. The penalty, however, shall not exceed 5% of the total value of the
goods. The rate of penalty is charged at 0.5% for every day. In case the Sellers fail to make delivery ten weeks later than 7 days, the Buyers shall have the right to cancel the Contract and the Sellers, in spite of the cancellation, shall still pay the aforesaid penalty to the Buyers without delay.
17、Force Majeure
Either Party shall not be held responsible for failure or delay to perform all or any part of the Contract due to flood, fire, earthquake,
drought, war or any other events which could not be predicted at the time of the conclusion of the Contract, and could not be controlled, avoided or overcome by the parties. However, the Party effected by the Event of Force Majeure shall inform the other party of its occurrence in written as soon as possible and thereafter send a certificate of the Event issued by the relevant authority to the other party but no later than 15 days after its occurrence. In case the Event lasts for more than 60 days, the Buyers shall have the right to cancel the Contract.
18、Arbitration
Any dispute arising from the execution of this agreement shall be settled through friendly consultations. In case no settlement can be reached ,the case in dispute shall then be submitted to arbitration commission in accordance with its Provisional
Rules of Procedure. The decision made by this commission shall be regarded as final and binding upon both parties. Arbitration fees shall be borne by the losing party, unless otherwise awarded.
19、Notices
All notice shall be written in _____ and served to both parties by
fax/courier according to the following addresses. If any changes of the addresses occur, one party shall inform the other party of the change of address within ____days after the change.
20、The terms FOB、CFR、CIF in the Contract are based on INCOTERMS 2000 of the International Chamber of Commerce.
21、This Contract is in ______ copies, effective since being signed/sealed by both parties.
Representative of the Buyer
(Authorized signature):
Representative of the Seller
(Authorized signature):。