SELLER:
HANGZHOU YUEZHAOHE TRADING CO., LTD
ROOM 729-1, JINSECHENGPIN BUILDING, SHANGCHENG DISTRICT,
HANGZHOU CITY, ZHEJIANG PROVINCE, CHINA
BUYER:
BAO YAO HUAN JIAN IRON & STEEL GROUP FZE
PLOT A23-A30 AND A57-65, CALABAR FREE TRADE ZONE,
NIGERIA
This Contract is made by and between the Seller and the Buyer, whereby the Seller agrees to sell and the Buyer agrees to buy the under-mentioned commodity according to the terms and conditions stipulated below:
1. COMMODITY, SPECIFICATIONS, QUANTITY AND UNIT PRICE:
No.
Product Name
Quantity (Kg)
Quantity (Drums)
Unit Price (USD per Kg)
Total Amount (USD)
1
CI4 ENGINE OIL
10,200
60
US$1.67
US$17,054.40
2
GL-5 85W/140 GEAR OIL
3,400
20
US$1.58
US$5,372.00
3
46# HIGH-PRESSURE HIGH-DEFINITION LUBRICATING OIL
13,600
80
US$1.50
US$20,454.40
TOTAL:
27,200
160
US$42,880.80
Total Contract Value (FOB Tianjin, China): SAY US DOLLARS FORTY TWO THOUSAND EIGHT HUNDRED AND EIGHTY AND CENTS EIGHTY ONLY.
2. COUNTRY OF ORIGIN AND MANUFACTURERS: China
3. PACKING:
To be packed in new, sealed, standard export iron drums suitable for long-distance ocean transportation. The Seller shall be liable for any damage or loss attributable to inadequate or improper packing.
4. SHIPPING MARK:
The Seller shall mark on each package with fadeless paint the package number, gross weight, net weight, measurement, and the wordings: "KEEP AWAY FROM HEAT", "HANDLE WITH CARE", "THIS SIDE UP", etc., as well as the shipping mark as defined by the Buyer.
5. TIME OF SHIPMENT: Within 30 days after receipt of the Buyer's irrevocable letter of credit and advance payment (if applicable), and upon the Seller's confirmation of the readiness of goods.
6. PORT OF SHIPMENT: Xingang, Tianjin, China.
7. PORT OF DESTINATION: ONNE, Nigeria.
8. INSURANCE: To be covered by the Buyer after shipment. (FOB Terms)
9. TERMS OF PAYMENT:Option 1 (Recommended):
30% of the total contract value (US$12,864.24) as an advance payment via T/T to the Seller's account within 5 banking days after the contract date.
The balance of 70% (US$30,016.56) shall be paid by Irrevocable Letter of Credit at sight, issued by a first-class bank acceptable to the Seller, reaching the Seller at least 15 days before the month of shipment. The L/C shall be valid for negotiation in China until the 15th day after the date of shipment.
Option 2:
100% by Irrevocable Letter of Credit at sight as described above.
10. DOCUMENTS:
The Seller shall present the following documents to the negotiating bank:
a) Full set of clean on board Ocean Bills of Lading marked "FREIGHT COLLECT" and made out to order, blank endorsed, notifying the Buyer.
b) Commercial Invoice in 5 copies.
c) Packing List/Weight Memo in 4 copies.
d) Certificate of Origin issued by the China Chamber of International Commerce.
e) Other certificates as required by the L/C or contract.
11. SHIPMENT:
Partial shipments and transshipment are allowed.
The Seller shall advise the Buyer by email/fax within 24 hours after the completion of loading, of the contract number, commodity, quantity, invoiced value, gross weight, name of vessel, and date of sailing.
12. QUALITY GUARANTEE:
The Seller guarantees that the commodity conforms to the specifications and quality standards as per this contract. The guarantee period shall be 12 months from the date of arrival of the goods at the final port of destination.
13. CLAIMS:
Any claim concerning the goods must be made in writing to the Seller within 30 days after the arrival of the goods at the final port of destination, supported by an inspection report issued by a reputable independent surveyor accepted by both parties. Claims in respect of matters within the responsibility of the insurance company or shipping company will not be considered by the Seller.
14. FORCE MAJEURE:
The Seller shall not be held responsible for any delay in or failure of shipment due to Force Majeure events beyond their control, such as acts of God, war, strikes, fires, etc. The Seller shall notify the Buyer immediately and provide a certificate issued by the relevant authorities.
15. ARBITRATION:
All disputes arising from or in connection with this contract shall be settled amicably through negotiation. In case no settlement can be reached, the dispute shall be submitted to the China International Economic and Trade Arbitration Commission (CIETAC) for arbitration in accordance with its rules in effect at the time of applying for arbitration. The arbitral award is final and binding upon both parties. The arbitration shall take place in Beijing, China.
16. GOVERNING LAW:
This contract shall be governed by and construed in accordance with the laws of the People's Republic of China.
17. EFFECTIVENESS:
This contract comes into effect from the date of signing by authorized representatives of both parties and shall remain in force until all obligations have been fulfilled.
18. OTHER TERMS:
Any amendment to this contract must be made in writing and signed by both parties.
This contract is made in two original copies, one for each party, in English. Both copies are equally authentic.
FOR AND ON BEHALF OF THE SELLER:FOR AND ON BEHALF OF THE BUYER:
(Signature) (Signature)
(Name & Title) (Name & Title)
(Company Stamp) (Company Stamp)
Important Notes for Completion:
Key Clauses: Please pay special attention to the Payment Terms (Clause 9), Arbitration (Clause 15), and Governing Law (Clause 16). These are critical for defining risk and dispute resolution.
Fill in Blanks: Ensure all blank lines (names, titles, bank details for T/L/C) are filled before signing.
Legal Advice: This is a template. For high-value transactions, it is strongly recommended that both parties have the contract reviewed by their respective legal counsels familiar with international trade law, especially concerning trade with Nigeria.
Incoterms: The contract uses FOB Tianjin. Ensure both parties have a clear, shared understanding of their respective obligations (costs, risks, documentation) under this Incoterm as defined by the latest ICC Incoterms® rules.
Product Details: Verify that the product names, specifications, and HS codes (if available) are accurate and sufficient for customs clearance in Nigeria.
