进出口合同英语翻译

进出口合同英语翻译Part OneCommonly–used Sentences in Import and Export Contracts(合同英语)I Put the following sentences into Chinese:1 The undersigned Sellers and Buyers have agreed to close the following transaction according to the terms and conditions stipulated below:2 This contract is made on the 15th day of August, 2004 by and between ABC Corporation (hereinafter referred to as Sellers), a Japanese corporation having its principal office at___ Tokyo, Japan, who agrees to sell and SOHO Corporation (hereinafter referred to as Buyers), a Nanjing corporation having its principal office at___ Nanjing, China, who agrees to buy the following goods on the terms and conditions as below:3 Quality inspected by an independent public surveyor at the time of shipment to be final.4 Goods sold by sample guaranteed by the seller to be fully equal to the sample upon arrival at the destination.5 The seller shall guarantee all shipments to conform to samples submitted with regard to quality.6 Should the goods be slightly inferior in quality to the sample , the buyer shall take delivery of the goods on condition that a reasonable allowance be made on the contract price by subsequent mutual negotiation . Goods must not be returned except by permission of the seller.7 The buyer shall accept second quality up to five per cent of the total quantity with an allowance of five per cent.8 As to the quality of the goods the buyer shall appoint an inspector to inspect the goods in ____ prior to delivery with 15 days from the effective date of this contract. In the event the buyer’s such appointment does not arrive in due course of time , the seller’s inspection is to be final and binding upon parties.9 1000 L/T plus/minus 10% at the seller’s option.10 Weight certificate by____ at the discharging port to be taken as final with one per cent weight allowance against the invoice weight.11 Where the seller delivers to the buyer a quantity of goods larger than he has contracted to sell , the buyer may accept the goods included in the contract and reject the rest, or he may reject the whole . If the buyer accept the whole of the goods so delivered he must pay for them at the contract price.12 The seller shall have the option of delivering 5% more or less on the contract quantity. Such surplus or deficiency shall be settled at the market price on the day of the vessel’s arrival. The value shall be fixed by arbitration unless mutually agreedupon.13 The trade terms shall be governed and construed by Incoterms 2000.14 US$ 25 per dozen CIF New York, including your commission of 3% . The commission shall be payable only after the seller has received the full amount of all payment due to the seller.15 Prices shall be FOB net in US dollar without the buyer’s commission unless otherwise stipulated or agreed upon by both parties.16 Canvas Wooden Chairs at USD 12 per piece CFR San Francisco. The seller reserves the right to adjust the contracted price, if prior to the delivery there is any substantial variation in the cost of raw materials or component parts used.17 The prices herein stated are based on current freight rates and any increase or decrease in freight rates at the time of shipment is to be the benefit of the buyer , with the seller assuming the payment of all transportation charges to the point of place of delivery.18 Fluctuations in the freight and contingent imposition of export levies shall be for the buyer’s account after the contract is effective.19 The quoted price of foreign currency is based on the prevailing official exchange rate in China between the said foreign currency to RMB . Any devaluation of the foreign currency to RMB at the time of negotiating the draft shall be for buyer’s risks and account.20 Each pair in a box, then 24 pairs of assorted sizes and colors to a strong export carton.21 One dozen to a polythene bag, 10 polythene bags to a paper box, 10 paper boxes toa wooden case of 1/2 inch thickness.22 To be packed in seaworthy export cartons, each containing 100 lbs , measurement of which is 12”X13”X13”. The carto ns shall be lined with plastic film and reinforced with iron hoops.23 Packing must be suitable for ocean shipping and sufficiently strong to withstand rough handling . Bales must be press-packed and hooped , with adequate inside waterproof protection and the outer wrapping must comprise good quality canvas. Cases or other outside containers must be externally of the smallest cubic dimension consistent with adequate protection of the goods . Packages must bear full marks stenciled in good quality stencil ink in large plain characters on two sides and one end of each package . All bales must be marked “Use no hooks.”24 3000 metric tons plus or minus 5% , at the seller’s option . January, February, March shipment, equally divided. Each shipment shall be regarded as a separate and independent contract.25 The buyers shall undertake to charter the carrying vessel. The buyers or their chartering agent shall advise the sellers by fax , 10 days prior to the arrival of the carrying vessel at the port of shipment , of the contract number, name of the carrying vessel , approximate loading capacity , laydays and port of loading in order to enable the sellers to make preparations for loading. The sellers shall confirm by fax upon receipt of the above fax. The buyers’ age nt shall make contacts with the sellers from time to time.Should for certain reasons the buyers not be able to inform the sellers of the foregoing details 10 days prior to the arrival of the vessel at the port of loading or should the carrying vessel be advanced or delayed , the buyers or their chartering agent shall advise the sellers immediately and make necessary arrangements.26 Should the sellers fail to effect loading in time when the vessel chartered by the buyers arrives at the port of shipment , the sellers shall be held responsible for the dead freight , demurrage, and all other losses sustained.27 Loading rate: 10,000 metric tons per weather working day of 24 consecutive hours( weather permitting ). Sundays and holidays at the port of loading are included.28 Demurrage/ Dispatch Money is to be settled direct between the shippers and the ship owners according to the charter party.29 Shipment within the time stipulated shall be subject to shipping space being available. In case of FOB contract, the buyer is bound to give shipping instruction in time and provide necessary shipping space; otherwise , the seller can dispose of the goods for the buyer’s account and risk.In case of shipment in installments, each lot shall be regarded as a separate and independent contract. The date of bills of lading is to be taken as the date of shipment.30 The goods must be strictly shipped within the period stipulated herein. In the event of delay in shipment , the buyer may cancel the contract and claim damages for breach of the contract ; provided that shipment be delayed in whole or in part by reason of Acts of God, the buyer may extend the time of shipment to the extent of the delay not exceeding one month. If shipment is delayed over one month, the buyer shall have the option to cancel the contract at any time . If shipment is not possible within___ months of the latest time for shipment as originally stipulated herein , the contract shall become void, unless otherwise agreed upon. In case of cancellation and/or the contract becoming void , the seller shall refund all money paid in advance by the buyer with respect to any undelivered goods.31 The seller shall not be responsible for non-shipment or late shipment of the contracted goods or any part thereof due to Force Majeure or any other causes beyond the seller’s control or due to failure of the buyer to provide in time a letter of credit . 32 Insurance shall be effected for the amount of the seller’s invoice plus 10%. Any additional insurance required by the buyer shall be at his own expense. The seller may insure against War Risk at the buyer’s request and expenses. In case the rate of relevant insurance premium should be raised between the time of closing the contract and that of the shipment , the excess premium shall be for the buyer’s account.33 Any additional premium for insurance coverage over 110% of the invoice amount , if so required, shall be borne by the buyer and added to the invoice amount , for which the L/C shall stipulate accordingly.34 Insurance is to cover W.A. plus T.P.N.D. and War Risk for 110% of the CIF value . Claims, if any, are payable in New York in the US currency.War Risk premium is calculated at 0.1%. If it is higher than 0.1% after the conclusion of the contract, the exces s premium shall be for the buyer’s account. If War Risk insurance is not obtainable, the seller may be exempted from providing such insurance. . Therefore, the L/C must include the following clause: “ If War Riskpremium is higher than 0.1%, the beneficiary is authorized to draw the difference in excess of the L/C amount or to be exempted from providing such insurance.”35 Upon first presentation the buyers shall pay against the documentary draft drawn by the sellers at sight . The shipping documents are to be delivered against payment only.36 The buyers shall duly accept the documentary draft drawn by the sellers at_____ days’ sight upon first presentation and make payment on its maturity.37 _____% of the value of the goods is to be paid by an irrevocable L/C and the remaining ____% by D/P at ____ sight. The full set of shipping documents are to accompany the collection item. All the documents are not to be released to the buyers until full payment of the invoice value is made. In case of non-payment of the____ % in the collection item, the documents shall be held by the issuing bank at the entire disposal of the sellers.38 Payment : By an irrevocable letter of credit confirmed by a prime bank in the USA and advised by Bank of Singapore, available by sight draft, in favor of ABC Corp., covering 100% FOB value. The beneficiary’s draft shall be drawn against the L/C accompanied by the following documents:(1)Commercial invoice in five copies;(2)Full set of clean on-board ocean B/L made out to order and blank endorsed;(3)Certificate of weight, quantity and quality issued by an independent publicsurveyor.39 All duplicates of documents are to be sent to ABC Corp. in London and a complete set of original shipping documents are to be sent to the Bank of China in London. Having found the documents in order , the buyer shall pay the full amount of the invoice value to the Bank of China in London. After the Bank of China in London has received the money the original B/L shall be sent to ABC Corp. in London. Due date of each payment to be made is the 60th day after the B/L date.( If this 60th day happens to be a holiday then payment will be effected on the first working day thereafter.)40 It is mutually agreed that the Certificate of Quality issued by the China Commodity Inspection Bureau at the port of shipment shall be part of the documents to be presented for negotiation under the relevant L/C. The buyers shall have the right to re-inspect the cargo . The re-inspection fee shall be borne by the buyers. Should the quality be found not in conformity with that of the contract , the buyers are entitled to lodge with the sellers a claim which should be supported by a survey report by a recognized surveyor approved by the sellers. The claim , if any, shall be lodged within ____ days after the arrival of the cargo at the port of destination.41 In case the quality of the goods is found not in conformity with that stipulated in this contract after re-inspection by the China Commodity Inspection Bureau within ___ days after the arrival of the goods at the port of destination , the buyers have the right to return the goods to or lodge claims against the sellers upon the strength of an inspection certificate issued by the said Bureau, with the exception of those claims for which the insurers or the carriers are liable. All expenses (including inspection fees ) and losses arising from the return of the goods should be borne by the sellers. In such a case the buyers may, if so requested , send a sample of the goods in question to thesellers provided that the sampling is feasible.42 The inspection of quality shall be done according to the export regulations of Singapore by the manufacturers or suppliers, which shall be considered as final. Should any specific inspector be designated by the buyer all additional charges thereby incurred shall be borne by the buyer and shall be added to the invoice amount , for which the L/C should stipulate accordingly.43 Independent inspection , unless otherwise specified, is necessary for the supplies covered by the contract. The buyer shall appoint an inspector to inspect the supplies during the process of manufacturing and prior to delivery. All inspection fees shall be for the seller’s account Inspection is to be made on specifications , quality, quanti ty and net weight, proper packing and marking. The inspector shall have the authority to reject any supplies which are found to be defective in material or workmanship or not in conformity with the specifications and requirements of the contract . In the event the inspector disapproves any supplies , he should withhold issuance of the inspection certificate until the supplies are corrected or replaced and found in conformity with the contract.44 The full particulars of such a claim shall be made in writing and forwarded by registered airmail to the seller within 15 days after faxing. The buyer must submit such particulars as sworn public surveyor’s report when quality or quantity of the merchandise is in dispute.45 The seller shall not be liable for any claims unless they are made promptly after receipt of the goods and due opportunity has been given for investigation by the seller’s own representatives. Goods must not be returned before the inspection by the seller.46 In the event of any claim arising in respect of any shipment , notice of intention to claim should be given in writing to the seller promptly after the arrival of the goods at the port of discharge and opportunity must be given to the seller for investigation. Unless such a notice is given no claim shall be entertained. In any event the seller shall not be responsible for damages that may result from the use of the goods.47 All disputes arising from the execution of or in connection with this contract shall be settles amicably through friendly negotiation . In case no settlement is reached through negotiation the case in dispute shall then be submitted for arbitration . The location of arbitration shall be in the country of the domicile of the defendant. If the arbitration is to take place in China, it shall be conducted by the Foreign Trade Arbitration Commission of the China Council for the Promotion of International Trade in Beijing in accordance with its Provisional Rules of Procedure. If the arbitration is to take place in ___, the arbitration shall be conducted by____ in accordance with its arbitral rules of procedure. The arbitral award is final and binding upon both parties.48 Any dispute of whatever nature arising out of or in any way relating to the contract may be referred for arbitration. Such an arbitration shall take place in New York City, USA. Each party to the dispute shall appoint one arbitrator and the arbitrators thus appointed shall name a referee before entering upon the reference. In case either party fails to make his appointment within fourteen days after being called to do so by theother party , the arbitrator appointed by such other party shall act as the sole arbitrator in the reference as though appointed by the consent of both parties, and the arbitration shall be held and shall proceed accordingly. The arbitration award shall be final and binding upon both parties.49 The seller shall not be held responsible for late delivery or non-delivery of the goods owing to generally recognized “Force Majeure” causes. However, in such a case, the seller shall immediately fax the buyer the accident and airmail to the buyer , within 15 days after the accident, a certificate of the accident issued by the competent government authorities or the Chamber of Commerce which is located at the place where the accident occurs as evidence thereof. With the exception of late delivery or non-delivery due to Force Majeure causes, incase the seller fails to make delivery within the time stipulated in the contract , the seller shall indemnify the buyer for all losses and expenses incurred to the latter directly attributable to late delivery or non-delivery in accordance with the terms of the contract. If the Force Majeure cause lasts over 60 days , the buyer shall have the right to cancel the contract or the undelivered part of the contract.50 Non-delivery of all or any part of the merchandise caused by war, blockage, revolution, riots, mobilization , strike, lockout , plague, typhoon or any other causes beyond the seller’s control before shipme nt shall operate as a cancellation of the sale to the extent of such non-delivery. However, in case the merchandise has been prepared and ready for shipment before shipment deadline but the shipment can not be effected due to the above-mentioned causes, the buyer shall extend the shipping deadline by means of amending the relevant L/C or otherwise upon the request of the seller.51 In the event of any breach of any of the terms, conditions or in the event of the bankruptcy or insolvency of the seller, the buyer shall have the right to cancel this contract with the seller , to reject the merchandise or to dispose of it at a time and price which the buyer deems reasonable, the seller is bound to reimburse the buyer for any loss or damage sustained including but not limited to loss of profits obtainable from resale by the buyer and damages caused by the buyer’s liability of purchase from the seller of the merchandise for resale.52. The buyer shall be liable for results arising from his failure or delay in providing L/C and/ or necessary instructions or else in conforming to the terms and conditions prescribed herein. The seller reserves the right to resell or hold the defaulted goods for account of and at the risk of the buyer or to cancel the contract.53 Time of shipment is of essence to this contract but if, as a result of any cause or causes beyond the control of the seller, shipment is delayed for more than thirty days , the buyer shall have the option of canceling unconditionally such portion of this contract as remains unfulfilled at the end of such thirty days , or of maintaining it, in which case each party undertakes to fulfill this contract as soon as practicable , but should shipment not be possible within six months from the date of shipment originally stipulated , the contract shall become void as to undelivered portion . In the event of such a cancellation or the contract becoming void for such a reason, the seller shall promptly refund to the buyer any or all money paid for such undelivered portion.54 The contract shall be subject to acquisition of an export license from___ government or its agency, if required. Should such an export license be refused , the contract shall become null and void , and the seller shall so advise the buyer immediately.55 Where a foreign import license is required , the buyers shall obtain such a license prior to their placing the order . In the event of any such license being required subsequently, it shall be the buyers’ duty to obtain same in good time before shipmen t of the goods , but if the license is not granted within such a time as will enable the sellers to make delivery or shipment in accordance with the contract, the sellers may cancel the contract for the buyers’ account at the sellers’ option.56 Any duties , taxes and levies imposed upon the cargo or any package, material or activity involved in the performance of the contract shall be for account of the seller if imposed by the country of origin, and for the account of the buyer if imposed by the country of destination.57 Fluctuations in contingent imposition of export levies and charges after the date of sale shall be for the buyer’s account regardless of CIF,CFR or FOB terms.58 Any import customs duties in respect of the goods will be paid by the buyer unless any contrary provision is contained in the terms of sale.59 The formation, construction, validity and performance shall be governed by the law of the People’s Republic of China.60 This agreement may not be amended, changed, modified, supplemented, deleted, assigned, discharged or abandoned in any manner, orally or otherwise , except by an instrument in writing signed by duly authorized representatives of each of the parties hereto.61 All notices which may or shall be given under this agreement shall be made by registered airmail, cable or fax to the addresses mentioned below or to such addresses as are notified in writing by the parties hereto. If either party has changed its address, a written notice thereof shall be given to the other party. All notices shall be deemed to have been given at the time of mailing or at the time of delivery of a cable to the communications company for transmittal, as the case may be.62 The present contract is drawn induplicate in the Chinese and English languages, both texts being equally authentic. In case of any divergence of interpretation, the Chinese text shall prevail.63 If any products or any part of the products are not in compliance with the standards of quality as the result of inspection, the manufacturer shall promptly supply the buyer free of charge with replacements for all parts not complying with the standards of quality. The buyer shall bear the risk of any loss, deterioration or damage to the products, arising from whatsoever cause, from the time the products are delivered to the vessel in Hong Kong. Claims by the buyer in regard to any defect in the products must be in writing and must be dispatched by the buyer with full particulars within one month after receipt of the products. In case those claims are found justifiable by the manufacturer, the manufacturer will replace the defective parts when returned.64 In witness whereof, the parties hereto have executed this contract in duplicate by their duly authorized representatives as of the date first above written.II Put the following sentences into English:1以--- 在装运港出具的品质证书为最后依据。