Nguyễn Đăng Hồng Phúc – 20CNATMCLC03

PURCHASE AND SALE CONTRACT

1. Commodity Name;
2. Technical specifications, quantity, and unit price;
3. Total value (in US dollars);
4. Country of production and manufacturer;
5. Packaging:
Packaging must be suitable for sea transportation and strong enough to withstand rough handling.
The goods must be tightly packed and strapped, with a fairly waterproof protective layer inside and a
good-quality tarpaulin outer layer. Other external containers such as crates or boxes should have the
smallest volume possible while still protecting the goods adequately.
Each package must have complete identification and shipping marks using stamped steel molds,
using high-quality ink for clear and bold printing. All packages must be labeled "do not hook."
6. Maritime Identification Code:
XYZ
0081
NEW YORK
No. 1-100
Note: (XYZ – recipient's name code, 0081 – contract number, NEW YORK – destination port, No.
1-100 – packaging number)
7. Delivery deadline:
Goods must be sent within the deadline of the last 10 days of March 2000, provided that the seller
receives an acceptable letter of credit before the deadline of the last 10 days of January 2000, and
partial shipments are not permitted.
8. Port of shipment;
9. Port of arrival;
10. Payment terms:
By irrevocable, immediately payable letter of credit from a leading bank, paying the seller 100% of
the value of the goods.
11. Insurance:
Participate in insurance, including particular average and insurance for loss, theft, non-delivery,
and war risk, at 110% of the CIF value. Any compensation must be paid in US dollars in New York.
The war risk insurance fee is calculated at 0.1%. If the insurance fee exceeds 0.1%, the excess will
be borne by the buyer. If no one accepts war risk insurance, the seller may waive providing this type of
insurance.
Therefore, the letter of credit must include the following clause: "If the war risk insurance fee
exceeds 0.1%, the beneficiary has the right to receive the difference exceeding the amount in the letter
of credit, or waive this type of insurance."
12. Documents:
The seller must prepare the following documents to hand over to the buyer:
 (1) Commercial invoice_______copies;
(2) Full set of bill of lading showing cargo loaded onto the vessel, consignee being ______;
(3) Insurance policy;
(4) Quality inspection certificate;
(5) Certificate of origin;
(6) Packing list;
(7) Notice of shipment;
(8) Other documents as follows: _______
13. Overdue interest:
If the buyer cannot pay any amount upon maturity, the buyer must pay the seller the overdue
interest on the unpaid amount from the due date to the actual payment date, at a rate of _____% per
annum. Upon the seller's request, the buyer must pay this overdue interest immediately.
14. Inspection:
(1) Before the shipment deadline, the seller will submit an application to the inspection agency to
inspect the quality, technical specifications, quantity, packaging, safety, and sanitation requirements of
the goods according to _____ standards. The certificate issued by the above inspection agency will be
an essential document presented for payment. Reinspection agency__.
(2) For warranty purposes and other complaints, the buyer has the right to apply for reinspection of
the goods after the goods arrive at the final port. Reinspection agency: _____.
15. Penalties:
(1) Failure to deliver on time.
If, due to personal reasons, the seller cannot deliver the entire quantity of goods on time as
stipulated in this contract, the seller must pay a penalty to the buyer. For every _____ days of delayed
delivery, the penalty will be calculated at _____% of the actual value of the delayed goods. However,
the penalty will not exceed ____% of the total value of the delayed goods. To calculate the penalty, any
odd number of days less than _____ days will be considered _____ days.
(2) Failure to open the letter of credit on time.
If, for its own reasons, the buyer cannot open the letter of credit on time as stipulated in this
contract, the buyer must pay a penalty to the seller. For every _____ days of delayed letter of credit
opening, the penalty will be calculated at _____% of the letter of credit value. However, the penalty
will not exceed _____% of the total amount stated in the letter of credit. To calculate the penalty, any
odd number of days less than _____ days will be considered _____ days.
(3) The penalties stated in sections 15.1 and/or 15.2 shall be the sole compensation for any
damages caused by such delays.
16. Force majeure:
Neither party shall be liable for the inability or delay in performing the whole or any part of this
contract due to floods, fires, earthquakes, hailstorms, blizzards, typhoons, wars, government
prohibitions, or any unforeseeable events during the performance of this contract and beyond control or
preventable by that party. However, in the event of force majeure affecting the performance of the
contract, the affected party should notify the other party as soon as possible, and within 15 days after
the incident, provide by air mail a certificate or document regarding the force majeure event from
relevant authorities or an independent third party neutral to the other party.
17. Compensation claim:
 (1) Except for claims for which third parties are responsible, if discrepancies in quality, technical
specifications, quantity, weight, packaging, safety, and sanitation requirements of the goods are found
not in compliance with the provisions of this contract, the buyer should send a written compensation
claim notice to the seller and has the right to claim compensation from the seller based on the
inspection certificate issued by the inspection agency under clause 14.2 in this contract within 21 days
from the completion of unloading at the discharge port. In case of inconsistent cargo, the seller must
repair or replace the quantity immediately or supply the missing quantity.
If the buyer does not file a compensation claim within the above period, the buyer shall forfeit the
right to claim compensation for the shortage or clearly inferior quality of the goods.
(2) After receiving the inspection certificate issued by the inspection agency under clause 14.2 in
this contract, the seller must respond to the buyer's compensation request within no more than 7 days.
If the seller cannot respond within the above period, the compensation claim shall be deemed accepted.
18. Termination:
Unless otherwise agreed, this contract may be terminated under either of the following
circumstances:
(1) By mutual agreement in writing of both parties;
(2) If the other party fails to perform its obligations within the agreed time limit in this contract and
cannot remedy or eliminate the violation within 7 days after receiving a notice of violation from the
non-violating party.
In such a case, the non-violating party shall send a written notice to the other party to terminate this
contract.
19. Notice:
Any notice sent shall be in writing or handed over personally, sent by fax or telex, or sent by air
courier, and shall be deemed delivered when received by hand in this manner or, if sent by fax or telex,
one day after the date of sending the fax or telex, or if sent by post, upon receipt of the notice sent to
the parties at the addresses stated at the beginning of this contract:
Certainly! Here's the translation of the address details in the text:
ABC Company, Vietnam
Address: Number ______, Street _____, Da Nang, Vietnam
Telex:
Fax:
Telex code:
Email:

XYZ Company, USA

Address: Number ______, Street _____, New York, New York State, USA