A contract is an agreement when a seller or a buyer agrees completely with the terms and conditions of an offer, order or a counter-offer.

⏹sign a contract 签合同

⏹make / place / enter into a contract 订合同

⏹come into effect 生效

⏹cease to be in effect / force 失效

⏹draw up / draft a contract 拟订合同

⏹be laid down in the contract 在合同中列明

⏹be stipulated in the contract 在合同中予以规定

⏹originals of the contract 合同正本

⏹copies of the contract 合同副本

A Specimen of Sales Contract

SALES CONTRACT (ORIGINAL)

Contract No.: CE102 Date: Jun. 2, 20-- Signed at: Qingdao

Sellers: Sinochem Shandong Import & Export Group Corporation

20, Xianggangzhong Road, Qingdao, China

Buyers: Pacific Trading Co., Ltd

1118 Green Road, New York, U.S.A.

This Sales Contract is made by and between the Sellers and the Buyers whereby the Sellers agree to sell and the Buyers agree to buy the under-mentioned goods according to the terms and conditions stipulated below:

(The Sellers are allowed to load 5% more or less and the price shall be calculated according to the unit price.)

2.Shipping Marks:

PTC

New York

No. 1-1000

Insurance: To be covered by the Sellers for 110% of the invoice value against All Risks and War Risk as per the relevant Ocean Marine Cargo Clauses of the People's Insurance Company of China. If other coverage or an additional insurance amount is required, the Buyers must have the consent of the Sellers before shipment, and the additional premium is to be borne by the buyers.

4. Port of Shipment: Qingdao, China.

5. Port of Destination: New York, U.S.A.

6. Time of Shipment: During August, 20--, allowing partial shipments and transshipment.

7.Terms of Payment: The Buyers shall open with a bank acceptable to the Sellers an Irrevocable Letter

of Credit at sight to reach the Sellers 30 days before the time of shipment specified, valid for negotiation in China until the 15th day after the aforesaid time of shipment.

8. Commodity Inspection: It is mutually agreed that the Certificate of Quality and Weight issued by

the State General Administration for Quality Supervision and Inspection and Quarantine of P. R.

China at the port of shipment shall be taken as the basis of delivery.

9. Discrepancy and Claim: Any claim by the Buyers on the goods shipped shall be filed within 30

days after the arrival of the goods at the port of destination and supported by a survey report issued by a surveyor approved by the Sellers. Claims in respect to matters within the responsibility of the insurance company or of the shipping company will not be considered or entertained by the Sellers.

Force Majeure: If shipment of the contracted goods is prevented or delayed in whole or in part due to Force Majeure, the Sellers shall not be liable for non-shipment or late shipment of the goods under this Contract. However, the Sellers shall notify the Buyers by fax or E-mail and furnish the latter within 15 days by registered airmail with a certificate issued by the China Council for the Promotion of International Trade attesting such event or events.

11. Arbitration: All disputes arising out of the performance of or relating to this Contract shall

be settled amicably through negotiation. In case no settlement can be reached through

negotiation, the case shall then be submitted to the Foreign Economic and Trade

Arbitration Commission of the China Council for the Promotion of International Trade,

Beijing, China, for arbitration in accordance with its Provisional Rules of Procedure. The

award of the arbitration is final and binding upon both parties.

12. Other Terms:

THE SELLERS THE BUYERS

(Signature) (Signature)

销售合同（正本）