Export contract for work. Preparation of documents for export. Agreement and contract for export. Price and currency clause

Concluding an export contract is always in some way an exam for a young lawyer, since in this document it is necessary to demonstrate knowledge not only of Russian legislation, but also of the provisions of the laws of the counterparty country. What are the essential terms of such a transaction that you need to pay attention to?

Let's define the concepts

Export of goods means the removal of goods from the customs territory of the Russian Federation without the obligation of re-import.

An export contract is a legally binding agreement between two and (or) more persons, which defines the actions to be performed on their part and the responsibility for the performance/non-performance of these actions.

Before concluding an export contract with a non-resident, it is necessary to familiarize yourself with the international treaties to which the parties to the export contract are parties.

When developing an export contract, the specifics of domestic legislation should be taken into account, since, for example, the provision tax benefits regulated only by Russian legislation.

An export contract is considered concluded if an agreement is reached between the parties on all its essential terms and such agreement is given in writing.

The text of the contract must be specified to the smallest detail, it must contain terms and words that are interpreted unambiguously, and if certain terms allow for double interpretation, then a decoding of the interpretation from which the parties proceeded when concluding the export contract must be given.

Preamble to the contract

The preamble to the contract indicates the name, place and date of conclusion of the export contract, and contract number. It is also necessary to indicate the full and abbreviated names of the parties, if any. Along with the organizational and legal form of the parties, the name, as well as the location of the parties, it is worth indicating where, when and by whom the organization was registered. This will help avoid troubles in the future. In practice, situations occur when the counterparty does not indicate its full name in the contract, thereby trying to evade responsibility for violations of the terms of the export contract.

This section also indicates the position and initials of the signatory. The powers of the persons signing the contract are contained in the charter, power of attorney, certificate, regulations, etc. If the powers are contained in the charter, regulations or other founding document, then you need to familiarize yourself with this document either in the original or with a notarized copy. In the latter case, the translation into Russian must be certified.

If a person signs an agreement by proxy, then the original of this document must be kept with him.

The preamble must reflect the details of the document on the basis of which the person signs the agreement:

clause of the constituent documents;
date, number, place of drawing up the power of attorney.

The agreement is signed by the person specified in the preamble of the agreement. The signatures of the parties must be readable and decipherable.

Subject of the transaction

The subject of the export contract is the exported product. The contract must clearly specify the name, type, type, grade, and quantity of the goods supplied. The measures of measurement of the goods are also indicated, and they must be interpreted equally by the parties.

The export contract should indicate the period for the transfer of goods: if this period is not included in the contract, the time for fulfilling the obligation may be delayed.

If annexes/additional agreements are signed to an export contract, the text of the contract must indicate a clear algorithm of actions related to the signing of additional annexes (by whom, when the corresponding annexes are signed, what force they have, etc.).

In addition, one more point is important. The text of the agreement contains references to annexes, and they have specific names, but the annexes themselves are called differently. This may cause the tax authorities to refuse a VAT refund.

Goods acceptance procedure

The contract must clearly stipulate the procedure for accepting goods in terms of quantity, quality, deadline for acceptance and filing of claims, etc.

The procedure for checking the quality of goods can be stipulated in the contract by including conditions for checking or by specifying regulatory documents to determine the quality of goods.

As a rule, the quality of the product is confirmed by the following documents:

quality certificate;
veterinary and sanitary certificates.

It is advisable that the specified documents be issued international organizations who are professionally engaged in this type of activity.

Price and currency clause

The contractual agreement determines the price currency and payment currency, the conversion rate in case of currency mismatch, and currency clauses. The contract price may be set for one unit of goods or may be total price contract. In addition, it is necessary to indicate cases when the contract price may be increased or decreased.

When agreeing on the contract price, Art. 40 Tax Code of the Russian Federation. The provisions of this article contain the conditions that tax authorities have the right to verify the correctness of the application of prices when carrying out foreign economic transactions. In the event that the deviation of contract prices exceeds 20% from the market level, the tax authority has the right to charge additional taxes and penalties.

In foreign economic contracts, and in export contracts in particular, there are currency risks. Currency risks are divided into exchange rate and inflation risks. To minimize currency risks, the parties to the contract provide for insurance of such risks.

The most common types of currency risk insurance are:

1) gold clause – the price of a product in foreign currency is equal to gold of a certain quantity and purity;

2) currency clause – the contract includes a condition according to which the payment amount changes in the same proportion as the payment currency changes in relation to the exchange clause rate.

Currency clauses, in turn, are also divided into several types:

direct clause - the price currency and the payment currency are the same, but the amount of the payment is made dependent on changes in the payment currency in relation to another more stable currency;
indirect currency clause – the price of the goods is fixed in one currency, and payment is made in another;
multi-currency clause - based on adjusting the payment amount in proportion to the change in the exchange rate of a currency, but not to one, but to a specially selected set of currencies, the rate of which is calculated as their average value using mathematical methods;

3) index clause – the payment amount is made dependent on index prices on world markets;

4) clause on the revision of the contract price - provides that if the exchange rate of the price of the goods changes beyond the limits of fluctuations established by the parties, the exporter has the right to demand a change in the contract price for unfinished deliveries.

In export contracts, payments occur mainly in non-cash form. And here the exporter faces foreign exchange controls. The export contract must contain a condition that the proceeds be credited to the exporter's bank account. Otherwise, this will be grounds for the bank to refuse to sign the transaction passport. Transaction passport is a currency control document containing information necessary for the implementation of currency control from a contract between a resident and a non-resident, providing for the export of goods from the territory of the Russian Federation and their payment in foreign currency and (or) the currency of the Russian Federation.

Without drawing up a transaction passport, the exporter will not be able to use the funds received from the export transaction.

It is prohibited to include tax clauses in the text of the contract, according to which a foreign legal entity or enterprise assumes the obligation to pay taxes to other payers.

What law applies to the contract?

When concluding an export contract, the parties have the right to independently determine which country’s legislation will govern their relationship.

In this case, it is most convenient to reflect the sources in the text of the contract international law, which contain unified rules on foreign economic activity.

Among such international sources may be Incoterms, the Vienna Convention, the Agreement on the Procedure for Resolving Disputes Related to the Implementation economic activity(Kiev Agreement).

When including a particular international document in the text of a contract, it is necessary to understand the positive and negative consequences.

For example, the Incoterms rules in some countries (France, Germany, Spain, Ukraine) are integral part national legal system and apply regardless of whether the parties to the contract indicated the mandatory use of Incoterms or not. In this case, if the parties do not want to use the Incoterms rules as a whole or its individual provisions, they must specifically indicate this in the text of the contract.

In other countries (for example, Poland), the use of Incoterms is possible only if expressly indicated in the contract. The parties need to indicate by the Incoterms rules which version they will be guided by in their relations.

When concluding contracts containing the provisions of the Vienna Convention, the parties need to take into account two points:

at their discretion, the parties may refuse to apply the Vienna Convention to the export contract being concluded. A reference to refusal must be in this contract (Article 6 of the Vienna Convention);
The Vienna Convention does not reflect a number of significant issues related to sales contracts. In this case, the Russian side should be guided by the provisions of Chapter 30 of the Civil Code of the Russian Federation.

The parties have the right to independently determine in the contract the jurisdiction of the dispute to any state judicial body or, conversely, agree to exclude the jurisdiction of the dispute to any body.

In accordance with paragraph 3 of Art. 247 of the Arbitration Procedure Code of the Russian Federation, arbitration courts in the Russian Federation also consider cases if the agreement of the parties determines the jurisdiction of their disputes to a particular arbitration court. However, when by agreement the parties change the exclusive jurisdiction of the case to the court, which, by virtue of the norms of international or national legislation, has jurisdiction over the dispute, then such an agreement is invalid.

In an arbitration agreement, the parties may specify that the dispute between them shall be submitted to arbitration.

In Russia, the most famous arbitration court is the International Commercial arbitration court at the Chamber of Commerce and Industry of the Russian Federation (ICAC RF).

When a case is transferred to the ICAC of the Russian Federation, the dispute is considered in it in accordance with the special Regulations approved by the Order of the Chamber of Commerce and Industry of the Russian Federation dated December 8, 1994.

In addition to the ICAC of the Russian Federation, arbitration courts can be the Federal Arbitration Court, the London International Court of Arbitration, the Arbitration Institute of the Stockholm Chamber of Commerce, the Maritime Arbitration Commission at the TPP of the Russian Federation, the Riga International Court of Arbitration, etc.

Temporary arbitration courts may also be created to consider a specific case. When creating such arbitration, the parties to the contract must stipulate the procedure for appointing arbitration, its location, indicate disputes that are subject to arbitration, establish mutual recognition of the relevant arbitration award, and establish legal norms in accordance with which the arbitration will justify its own decision.

The issue of enforcement of awards made by foreign courts is regulated by the Convention on the Recognition and Enforcement of Foreign Arbitral Awards, which entered into force in 1960. The Russian Federation is a party to this Convention with two reservations: 1) the state accepts the Convention regarding the recognition and enforcement of decisions made on the territory of another contracting state; 2) in relation to decisions made on the territory of non-contracting states, the state accepts the Convention to the extent that these states recognize the regime of reciprocity.

In the absence of an agreement between the parties on the applicable law, the law of the country with which the contract is most closely related is applied to the contract (clause 1 of Article 1211 of the Civil Code of the Russian Federation).

Responsibility of the parties

In the practice of international contracts, penalties prevail.

In accordance with Russian, German and Bulgarian law, inclusion in the export contract of a penalty clause general rule does not deprive the right to demand compensation for losses in the part not covered by the fine.

The law of Poland and the Czech Republic is based on the fact that a contractual fine is recognized as an exceptional penalty, that is, losses exceeding the fine cannot be recovered as a general rule.

In French law, a penalty is also recognized as exceptional, but the judge is given the right to change the amount of the penalty if it is too high or low.

Thus, before including a provision on the liability of the parties in the text of the contract, it is necessary to study the law of the partner country.

Other conditions

In the section stipulating other conditions, you can include points that were not covered in the text of the contract, for example, the will of the parties to resolve differences out of court, or reflect the period for consideration of the claim by the other party.

It is also possible to reflect here the responsibility of a party that fails to timely notify the other party of a change in its details.

This section should indicate whether the contract is consensual or real. A contract is recognized as consensual if the rights and obligations of the parties under it arise immediately at the moment when they reach an agreement on all the essential terms of the contract, and not at the moment of actual performance of legally significant actions.

The text of the contract should specify in what language (languages) it is drawn up and in what language correspondence will be conducted on issues of its execution. It is better if the contract is drawn up in two languages – Russian and foreign. This approach will facilitate the VAT refund procedure.

It is also recommended that you sign and seal each page of the contract. In the text of the contract, an entry should be made with approximately the following content: “The contract consists of ___ number of typewritten pages, each of which bears the signatures of authorized representatives of the parties and the seal of each party.”

Kristina Kruchenko

Tags: 0 0 Lawyers https://site/wp-content/uploads/2017/11/logo1-300x40.pngLawyers 2012-12-13 16:53:33 2016-03-19 19:39:51 Export contract: features of the contract

With an approximate design, it indicates that a transaction has taken place between counterparties, and the document is an acceptable part of it, a form of external economic connection.

It includes all the terms of trade, the requirements of those involved who have entered into an agreement to export commercial products outside the country or carry out work or provide services.

Article navigation

General concepts about international treaties

A sample foreign trade contract, filled out in accordance with the rules of international trade between two countries, shows that the export of marketable products took place in accordance with the laws of the states whose representatives are the defendants.

Export refers to the concept of providing certain items to one of the parties and the other without return, while the customs territory of the Russian Federation is crossed. Under the contract, the conclusion of contractual agreements is accepted legal obligations between participants with the determination of executive actions between them and the assigned responsibility for their high-quality implementation.

Entering into such an agreement with legal or individuals who carry out activities in one of the countries, but live in another state (not residents) requires familiarization with the types of similar international treaties. It will have to be developed taking into account the peculiarities of the laws of your country, for proper taxation with the possible provision of benefits.

An agreement is considered reached if:

the participants achieved full agreement on the substance of the terms in writing
the text expresses specific details with an unambiguous interpretation of terms and words
in case of ambiguous interpretation of statements, their decoding is provided

Particular attention should be paid to the textual content in the export contract with specific minute details in each section. This is an example when you should not be afraid of excessive vigilance instead of unacceptable carelessness.

What to focus on

A sample foreign economic contract in two languages must be filled out so that customs officers do not have questions regarding incomprehensible phrases. Providing an agreement drawn up in one language will simply not be passed by the fiscal authorities.

When drawing up an agreement of this level, you should familiarize yourself with its important features:

customs audit
idea of export
transaction passport

Customs authorities check:

upon the production of this product
reliability of the data provided in the documentation
information in comparison of information with accounting, reporting and accounts

Customs audits are carried out general or special. The general inspection is carried out on the basis of a decision of the authorities of this body, with a copy being transferred to the person in respect of whom the actions are being carried out. They should not interfere with the work of the organization and should not last more than 3 days.

A special audit is prescribed if false data is found in the documentation or trading does not occur in accordance with legal requirements.

The result of such checks is a drawn up act, which indicates the shortcomings or legality of the transaction. Before drawing up a foreign economic contract, the exporter should carefully study all the tools that the state uses at the time of transfer of products outside the country:

customs, currency control
tariff and non-tariff regulation

One of the main documents is the registration and provision of a transaction passport. It contains materials that currency control uses when carrying out such operations. This is a kind of identification that provides the company with general information; it contains information about the contract with changes and additions, shipments and payment terms. It is drawn up in 2 copies to be submitted to the financial authority, signed by persons entitled to such authority.

Characteristics of standard contracts

At the time of international trade and commercial relations, transactions occur where one party pays fulfilled obligations to the counterparty.

Actions related to the transfer of products from the seller to the purchaser of the items include an extensive list of commercial transactions:

material exchange
provision of scientific and technical knowledge in the form of patents and licenses
trade in consulting and construction engineering
international tourism with rental operations
informative broadcasting, including films, television programs

To ensure international trade turnover the following works:

cargo transportation
transport forwarding operations
insurers
storekeepers
financiers

One of the important sections in commercial activities is production, scientific and technical cooperation. It serves as the result of the effective work of the managers of a certain company; their responsibility includes concluding agreements aimed at:

unite, cooperate production
organize joint construction or operation of structures
provide large industrial facilities equipped with spare parts, compensation is possible
join efforts in the field of scientific research

Such agreements can be implemented after a trade deal is signed and are included in the area of international transactions. Under international trade should be understood:

trade and monetary relations between countries
exchange of goods or services carried out by the seller and buyer of different countries

These operations are carried out in accordance with legal provisions, during which specific methods are used. Where the transaction is the conclusion of an agreement between the participants for the supply of certain products in the form of a commodity unit or the provision of a service according to the requirements and conditions mutually agreed upon.

An international agreement is accepted only on the condition that the counterparties are located in different countries.

Document structure

It makes sense to enter into a foreign trade agreement if the following factors are present:

affiliation of an individual or legal participant to a foreign state
commodity items are located in the territory of one country, they have to be transported to another
to deliver products to a partner you will need to cross the border

Export agreements are drawn up taking into account the state customs legislation of the parties involved. If points are missed, they are written on a separate line.

The structure of such agreements consists of sections:

full provision of details of the parties with the names of organizations in accordance with the data of the transaction passport
indication of the subject of the contract and the purpose of the relationship, indicate that the products are described in the specification, which is attached to the contract and is part of it
currency determination with the amount approved by the parties
ways
methods for qualitative and quantitative assessment
delivery conditions by time and place
basic requirements
conditions for delivery and acceptance of products
carrying out transportation
designation of guarantees and sanctions
identifying ways to resolve disputes
describe the circumstances that exempt you from liability

Authorized persons to perform such actions can put their signatures under the contract, they are sealed. The agreement must include General terms, which sellers and buyers accept for themselves:

in case of arrears, approve the order in which the calculations will take place and how the violator will compensate for the loss
What are the dangers of late payments?
the possibility of transport and currency risks
existence of cases excluding punishment
availability of rights to suspend the contract
product insurance
in what order can the contract be terminated?

On modern stage Foreign economic relations are characterized by significant changes in contracts with foreigners. Concluding agreements on the basis of legislative norms requires partners to know them so that the purchase and sale is formalized in the current key of the legal regime.

Basic design requirements

To ensure that the agreement is not rejected, the partners must adhere to a number of conditions in the order of execution.

Absence from the contract:

names and quantities of products
deadlines will allow the document to be invalidated

Legislative regulations require instructions:

contract item with full name and product characteristics, indicating its range, weight, volumes
designation of prices by units of goods and in the total amount
presentation of a schedule for the movement of items specified in the contract, calculations for them

The certificate indicates the origin of the materials to be sold. Depending on the country with which to trade, the form of the document changes. With the help of a certificate, customs duties for importers are reduced. This document is drawn up at the Chamber of Commerce and Industry on the basis of:

submitted application
submission of invoices
certificates of conformity with the quality of the exported goods
nomenclature extract from the enterprise
availability of additional agreements

When trade occurs with a country that does not belong to the customs union, a cargo customs declaration is required. Customs officers will require documents:

indication of the conditions under which the movement of supplies will be carried out, this data is present in the invoices
invoices with designation occupied places, Net Gross
additional agreements
passport issued according to the terms of trade
bank payments

The customs declaration, recorded by customs officers through whom the goods will pass and be released, is the main document confirming the transaction and refunding VAT. For normal economic functionality, financiers strive to return the value added tax that they paid for the product when transferring it outside the country during trade operations.

Legal trade relations between partners

Foreign trade agreements occur with the participation of two equal parties. Foreigners can become participants in the form of individuals, legal entities with and without citizenship, who have the authority to enter into transactions of this level. Organizations or citizens should:

own property
economic activity
be liable on the basis of obligations for one's property
represent legal duties in court as a plaintiff or defendant

Independent companies are required to submit, upon request, a balance sheet for any types of production that are specified in the constituent documentation.

What are the conditions for calculations?

The contract specifies how the partners are going to pay for the provision of marketable products. The law gives the right to choose any option for settlements with counterparties:

transferring money for the entire product or making an advance payment for some part of the product
settlement with deferred payments in a special debt repayment regime, where the full amount is transferred to a period specified in the agreement
provision of cash equivalent in installments

Counterparties agree in advance on specific terms of transfer Money. If such a clause is not in the contract, payment is made after notification of the transfer of the products to the full disposal of the buyer or their shipment.

Payment methods:

cash with full or partial payment
advance payments – payments provided before the products arrive at the address
credit - the transaction is paid on the basis of a loan provided by the company, by short-term, medium-term or long-term payment

A cash loan requires a detailed description of all conditions:

full cost of credit mass
terms of use
repayment period

The contract specifies not only the method of payment, but also the currency of account or this right is transferred to the importer at his discretion to make the payment. Please note that international trade does not allow for cash payments. The main calculation forms acceptable in the practice of commercial actors:

collection
letter of credit
on open accounts
telegraph
postal
check
bills

When accepting any payment option, the seller must be provided with payment guarantees; the risk is reduced by special provisions in the agreement on obtaining rights to property after the receipt of funds to the seller.

The state has the right to adopt temporary bans on the export trade of food, industrial, and medical goods. These methods influence trade turnover; they are dictated by the interest of the market formed within the country. Perhaps there is a shortage of certain food or products in the state.

Decisions on restrictions are made by government bodies that are part of the executive branch of the Russian Federation, which is why public interests dominate over private interests; these measures protect the economic interests of the country.
The use of an export quota helps regulate the outflow of products when there is a price discrepancy between markets, when the price for a certain product in the country is lower than outside it.

If the scale of sales is not limited, products that will be critically short in the country may be exported. Entrepreneurs have different attitudes to such provisions; not everyone is satisfied with the order of prohibitions, but even countries with a stable economy and high development resort to them.

Preparation of documents related to international relations in accordance with the law, will not lead to unpleasant surprises when crossing the border at customs. Before you start trading, you should find out not only the regulations of your country, but also the state of which your partners are citizens.

Foreign economic contract - on video:

Submit your question in the form below

Foreign economic activity provides for mutually beneficial international exchange of goods in order to obtain additional markets or acquire the necessary material resources.

To carry out export, at the initial stage, an export purchase and sale agreement is drawn up. In order to draw up a correct foreign trade contract, you need to know and comply with the requirements current legislation, have the necessary information regarding the financial and foreign exchange aspects of the foreign market, the currency control procedure.

Foreign trade contract (international contract)- This is the main document of any foreign economic transaction.There are different types of international contracts and they are subject to different mandatory requirements.

Requirements for a contract for the export of goods.

A foreign trade contract must be drawn up taking into account the state, and especially the customs legislation of both parties. If any points were missed in the process of drawing up the contract, these conditions will need to be specified in additional agreements.

Agreement for the export of goods (contract)has the following sections:

1. Names of the parties (also indicated in the passport of the import (export) transaction);
2. Subject of the contract - the name of the product or the purpose of the transaction, for example, the product supplied under this contract is specified in the specification or annex to the contract and is an integral part of it;
3. In the case of a framework contract, a form of approval of individual supplies is required, this can be an application, specification, etc.;
4. Contract amount in the contract currency (this amount is also indicated in the transaction passport, if necessary);
5. Contract currency. A foreign trade agreement must indicate the currency in which settlements between the parties will take place (Russian rubles, US dollars, Euros, etc.). The currency is also indicated when opening the transaction passport;
6. Terms of payment. In addition to the export contract, these conditions must be specified in the export transaction passport;
7. Delivery times (must be tied to a specific moment);

8. Delivery terms according to Incoterms 2010;

9. List of documents sent by the supplier along with the supplied goods;

10. Term and conditions for return of payment in case of violation of delivery conditions;

11. Force majeure;

12. Place of arbitration;

13. The duration of the contract is indicated in the passport of the export transaction.

14. Legal and actual addresses And Bank details parties;

In the standard version, the contract amount always coincides with the amount specified in the main specification or annex for the goods. Such contracts are accepted when customs clearance without any additional questions from the outside customs authorities.

Export registration. Without what conditions can a foreign trade contract be declared invalid?

When registering an export, there are a number of conditions, the absence of which in the supply agreement may serve as grounds for recognizing such an agreement as not concluded:

1. Name and quantity of goods;

2. Delivery time.

The customs authorities consider it possible to be guided by the Letter of the Central Bank of the Russian Federation when examining the presence of essential conditions in the contract from 07.15.96 N 300 " on "Recommendations on the minimum requirements for mandatory details and the form of foreign trade contracts"

Based on which, foreign trade contracts, and export contracts in particular, must indicate:

1. Subject of contract- name and full characteristics of the product, assortment, labeling of the product, volume, weight, quantity of the product;

2. Price and amount - the total amount of the contract and the price per unit of goods. In cases where the price per unit of goods and the amount of the contract (foreign trade agreement) cannot be accurately established as of the date of signing, a detailed price formula or conditions for its determination are provided;

3. Delivery time - the date of completion of deliveries, as well as the delivery schedule, if any, of consignments of goods indicating the duration of the contract during which deliveries of goods and settlements must be completed.

Registration of a certificate of origin of goods.

For Russian-made goods, a certificate of origin is required. For CIS countries, this certificate is issued in form ST-1, for European Union countries - in form A, for countries of the customs union a certificate of origin of goods is not issued. This certificate will allow the importer to reduce customs duties when importing goods into the territory of their state.

The certificate of origin of goods is issued at the Russian Chamber of Commerce and Industry. And the following list of documents is required for registration:

application for a certificate;
incoming and outgoing invoices;
certificate of quality or conformity for exported goods;
certificate of permanent production range;
contract with additional agreement.
power of attorney (for certificate form A)

Registration of customs documents for export.

When exporting to countries outside the customs union, one of the most important stages of the export transaction is obtaining a cargo customs declaration, a customs declaration for the exported goods. When working with Russian customs services You should approach the preparation of the following documents as carefully as possible:

invoice indicating delivery terms;
invoice indicating the weight and number of pieces;
certificates and passports for products;
contract with additional agreement;
Construction and installation work or consignment note;
transaction passport;
bank payment orders (payment for goods, payment of customs duties);

A cargo customs declaration with a mark from the border customs authorities through which the goods were released is one of the main documents for confirming export and refunding VAT previously paid for products exported at a zero rate.

If your company currently does not have all the resources to process exports, you have the opportunity to outsource this function. You can order customs services from us, or comprehensive

Our catalog of sample documents, contract forms and job descriptions collected in this section

CONTRACT FOR EXPORT OF GOODS

CONTRACT FOR EXPORT OF GOODS ___________ "____" ___________ ____ CIS HS CODE _______ LLC ________________, registered in the Republic of Belarus, hereinafter referred to as the "Seller", represented by the director ________________, acting on the basis of the Charter on the one hand, and the company "_____________", registered in _____________ ____________________, hereinafter referred to as the "Buyer", represented by the director Mr. __________, acting on the basis of the Charter (power of attorney) on the other hand, have entered into this contract as follows: 1. SUBJECT OF THE CONTRACT 1.1. The Seller sells and the Buyer buys goods (products) in the range, quantity, at prices specified in the specifications attached to this contract and which is an integral part of it. 1.2. Prices for goods (products) are set in US dollars, are valid only for this contract and are not subject to change. The price includes the cost of packaging, packaging and labeling of products. 1.3. The total cost of the goods (products) supplied is ________ US dollars. 2. DELIVERY BASIS 2.1. Goods (products) are supplied under the terms (CPT - DDU - CIF - EXW). 3. QUALITY 3.1. The quality of goods (products) sold under this contract must meet the requirements of the current standards of the Seller’s country, known and recognized by the Buyer. 3.2. The quality of goods (products) is certified by the Seller’s quality certificate 3.3. The seller guarantees the quality of its goods (products) for the periods specified in the accompanying documentation, subject to the rules (regime) of storage and correct (technical operation). 4. DELIVERY TIMES AND PROCEDURE, DELIVERY AND ACCEPTANCE 4.1. Delivery of goods (products) is carried out according to an additionally agreed schedule after confirmation of payment for each agreed batch of goods (products). 4.2. Delivery is made by car Seller. 4.3. The seller confirms by fax the readiness for shipment of the agreed batch of goods (products) 5 days before the agreed delivery date. 4.4. The Buyer is obliged to pay for the batch of goods prepared for shipment within the agreed period and notify the Seller about this, indicating the details and amount of payment. 4.5. Goods (products) must be delivered to the following address: country of destination _____________________; destination: _____________, consignee is _____________. 4.6. Delivery and acceptance of goods (products) in terms of quantity and quality is carried out at the Seller’s warehouse upon loading vehicle representatives of the parties or with the participation of an authorized expert of the Chamber of Commerce and Industry with the execution of an act. 4.7. The Seller is obliged to prepare and provide the Buyer with the cargo with all the required accompanying documents, the list of which is indicated in the specification. 5. PACKAGING, CONTAINER, MARKING, 5.1. Goods (products) must be packaged in cardboard boxes and have control security in the form of adhesive tape along the joints. Packaging and containers must ensure the safety of the goods (products) during transportation. 5.2. The container (boxes) must be marked with information about the name of the product (product), the seller-manufacturer, the number of units in each container, N of this contract. 6. TRANSFER OF OWNERSHIP 6.1. Ownership of goods (products) passes from the Seller to the Buyer after payment. 7. INSURANCE 7.1. The seller, at his own discretion, insures the products during transportation. 8. PAYMENT Option No. 1: 8.1. Payments for goods (products) are made by the Buyer in US dollars to the account of the Seller of the goods within ____ days from the date of notification of the readiness of the goods (products) for shipment. Option N 2: 8.2. Payments for the goods are made by the Buyer in letter of credit form. Within ____ days after receiving the Seller’s message that the goods are ready for shipment. The Buyer is obliged to open an irrevocable letter of credit in favor of the Seller for the amount of the cost of the consignment of goods prepared for shipment and inform the Seller about this. Payment under a letter of credit is made against the presentation by the Seller of a copy of the shipping documents accompanying the shipment of the goods with a customs mark. 9. COMPLAINTS 9.1. If the Buyer establishes discrepancies in quantity, discrepancies in the quality of the delivered goods (products) against the accompanying documents and the terms of this contract, as well as damage to the goods (products) during the warranty period, he is obliged to immediately notify the Seller about this and file a complaint indicating the circumstances of detection of defects in goods (products). 9.2. The complaint is sent to the Seller in writing (by registered mail, by fax) and must contain detailed description identified defects and Buyer's requirements. The complaint must be sent within 3 days from the date of establishment of the facts of violation of the terms of the contract. The seller is obliged to consider the complaint within 5 days from the date of its receipt. 9.3. The Seller has the right to check the complaint by visiting the Buyer. 10. RESPONSIBILITY OF THE PARTIES 10.1. The seller is responsible for compliance with delivery times and the quality of the goods (products) sold by him. If the Buyer's complaints are recognized, the Seller is obliged to replace the advertised goods (products) with good quality ones at its own expense within the period agreed with the Buyer. If replacement is not possible, the Seller is obliged to reimburse the Buyer for their cost. 10.2. The Buyer is responsible for meeting the terms of payment for goods (products) and in case of violation, is obliged, at the request of the Seller, to pay him a penalty in the amount of 0.1 percent of the amount of late payment for each day of delay and reimburse him for the costs of storing the batch of goods (products) prepared for delivery ). 11. FORCE MAJEURE 11.1. The parties are released from liability for partial or complete failure to fulfill their obligations under this contract if this failure was the result of force majeure. The list of force majeure circumstances includes: military actions, natural disasters, quarantine measures. The parties also recognize as force majeure any prohibitions and restrictions imposed by government authorities of the parties and third countries that prevent the parties from fulfilling their obligations under this contract. Evidence of the occurrence of force majeure is official messages government agencies regarding the introduction of certain prohibitions and restrictions or a certificate from the Chamber of Commerce. 11.2. The parties are obliged to notify each other immediately of the occurrence of force majeure circumstances, as well as provide evidence of their occurrence and duration. 11.3. If force majeure circumstances persist for more than 2 months, the parties have the right to refuse further fulfillment of obligations under this contract and resolve the issue of terminating the contract and returning what was received against unfulfilled obligations. 12. APPLICABLE LAW 12.1. The rights and obligations of the parties under this contract, as well as other relations related to the execution of this contract, are determined by the law of the Seller’s country. 13. ARBITRATION AGREEMENT 13.1. All parties, disagreements or demands that may arise during the execution of this contract, the parties undertake to resolve through negotiations. 13.2. If the parties do not come to an agreement, the case is subject, with the exception of the jurisdiction of general courts, to be referred to the decision of the International Arbitration Court at the Belarusian Chamber of Commerce and Industry. 14. FEATURES OF THE RELATIONSHIP OF THE PARTIES 14.1. The Buyer does not have the right to re-export to third countries the products supplied under this contract, either directly or through third parties, without the written consent of the Seller. 14.2. All additions and changes to this contract will be valid only if they are made in writing and signed by duly authorized representatives of the parties. 14.3. The contract uses international trade terms in accordance with INCOTERMS 2000. 14.4. Taxes, customs duties and fees, as well as other expenses associated with the execution of this contract, each party in its own territory pays independently. 14.5. The contract is executed in Russian in two copies, which are recognized as originals. Business correspondence conducted in Russian. The parties have the right to make translations and certify them, if necessary, in the prescribed manner. 15. DURATION OF THE CONTRACT 15.1. This contract comes into force on the date of receipt of permission to export (goods) products, of which the Seller notifies the Buyer by fax immediately. 15.2. The contract is valid until the parties fully fulfill their obligations. 16. LEGAL ADDRESSES AND BANK DETAILS OF THE PARTIES 16.1. Seller: 16.2. Buyer: address ______________ address ______________ bank ______________ bank ______________ account N _____________ account N _____________ tel. fax __________ tel. fax __________ Signatures of the parties Seller: Buyer: ______________ __________________ M.P. M.P.

Forms of payment for export contracts (bank transfer, collection, letter of credit (bill))

Forms of calculations are associated with the use various types banking and credit means of payment. Cash banknotes are usually not used in foreign trade transactions.

The main forms of payment used in international commercial practice are:

Collection;

Accreditation;

By open account;

Telegraphic and postal transfers;

Receipt;

Vekselnaya Pokrovskaya V.V. International commercial transactions and their regulation. Foreign trade workshop. M., 1996. P. 148..

Collection (English: collection of payments) is a type of banking operation consisting in the bank receiving money according to various documents: bills, checks, etc. on behalf of its clients and crediting them in the prescribed manner to the account of the recipient of funds.

The collection form of payment or collection of trade documents involves the transfer by the exporter of an order to his bank to receive from the importer a certain amount of payment against the presentation of trade documents to him, the list of which is given in the contract, as well as bills, checks and other payable documents Rosenberg M.G. International purchase and sale of goods. M., 1995. P. 220.. The collection form is convenient for the exporter, as it provides a guarantee that the goods will not be at the disposal of the buyer before payment for them is made.

When collecting documents by banks and using the collection form of payment by participants in foreign economic activity, one should be guided by the “Uniform Rules for Collection” (edition 1978, publication of the International Chamber of Commerce No. 322).

The supplier (seller) is obliged to submit payment requests to the bank for collection immediately after dispatch of the goods (products). When the payment deadline arrives and the buyer temporarily lacks funds, accepted or payment requests are paid by the bank using the loan. In the event that the buyer does not have the right to receive a loan, payment requirements acquire the force of enforcement documents.

The terms of the payment contract for the collection form of payment can be formulated as follows:

Option III

4.1. Payment of the total cost of the goods supplied under this Contract must be made by the Buyer within ____________________

banking days after receipt by the bank _____________________________________________________________________

____________________________________________________________________

collection order from the Seller's bank.

4.2. Payment will be made against the provision of the following documents:

accounts in ________ copies.

bill of lading in ________ copies.

quality certificate in _________ copies.

4.3. The seller is obliged to do the things listed in clause 4.2. of this Contract, submit documents to the bank ___________________________________________________

For payment no later than

(name of the bank, its address)

Days after the goods have been dispatched.

(number of days)

4.4. The Buyer has the right to refuse to pay the invoice if not all items specified in clause 4.2 are provided. documents.

4.5. The Buyer has the right to withhold from the amount intended for payment of the collection order the amounts of fines provided for in this Contract. The Seller must ensure that the bank issuing documents for collection provides for this right of the Buyer in the collection order.

4.6. All banking expenses in the Buyer's territory are paid by the Buyer. All banking expenses outside the Buyer's territory are paid by the Seller.

4.7. In the event of disputes regarding payment for the cost of the supplied goods that are not regulated by this Contract, they are resolved in accordance with the “Uniform Rules for Collection” as amended in 1978.

Letter of credit is a type of bank account that allows the counterparty to receive, on the terms specified in the letter of credit, payment for goods, work or services immediately upon fulfillment of obligations. The letter of credit form of payment represents the bank’s obligation to make, within a certain period of time, at the direction and at the expense of the buyer, a payment to the seller in the amount of the cost of the goods delivered against the documents presented by the seller as specified in the agreement Rosenberg M.G. International purchase and sale of goods. M., 1995. P. 228.. This type payment is used in the practice of international trade when the seller does not want to bear financial risk.

Depending on the conditions, the following types of letters of credit are distinguished:

Confirmed;

Unconfirmed;

Reviewable;

Irrevocable;

Divisible;

Indivisible;

Resumed.

The letter of credit form of payment has certain advantages over the collection form. For the exporter, this is a guarantee of payment by the bank for the cost of the shipped goods (the bank that opened the letter of credit), in a confirmed letter of credit - also by the bank that confirmed it, in receiving payment immediately after delivery of the goods and in presenting documents to the bank evidencing such delivery.

The importer, in turn, has a guarantee that payment will be made in favor of the exporter only after the latter has presented shipping documents certifying the shipment of the goods and the fulfillment of other obligations on the part of the exporter.

Of the documents against which payments are made, the contracts indicate:

Specialized accounts;

Complete sets of clean on-board bills of lading issued in the name of the buyer indicating the port of discharge;

Duplicates of railway invoices or documents of road or air carriers;

Packing lists (inventory of technical documentation);

Letters of guarantee from the seller regarding the quality and completeness of the delivery (company guarantee);

Certificates of quality and origin of goods;

Acceptance certificates (test reports);

Permits for shipment if the goods were accepted abroad by the buyer’s representative;

Copies of valid export licenses authorized bodies of the importing country, if required, and other documents corresponding to the nature of the transaction and the goods supplied under it Rosenberg M.G. International purchase and sale of goods. M., 1995. P. 236..

The letter of credit as a form of payment is governed by the “Uniform Terms and Conditions of Use for Documentary Letters of Credit” (1983 edition, International Chamber of Commerce Publication No. 400).

An approximate sample of contract terms for a letter of credit payment form:

Option IV

4.1. The cost of the supplied goods is paid by issuing a letter of credit to the bank ____________________________________

(name of the bank and its address)

4.2. The buyer undertakes to open within ____________________

after signing this Contract, an irrevocable, divisible, documentary letter of credit for total amount the cost of the goods supplied under this Contract.

4.3. The letter of credit will be valid until ______________________

(calendar date)

4.4. Payment for the cost of the supplied goods will be made immediately after the Seller provides the following documents to the bank:

accounts in ________ copies.

copies of the bill of lading;

copies of a document certifying the quality of the supplied goods;

copies of the notice of dispatch of the goods and its labeling.

4.5. If the opening of the letter of credit is delayed due to the fault of the Buyer, the Seller is given the right to terminate this Contract. If the Seller decides to do this, he is obliged to inform the Buyer of his decision within _____________ from the day stipulated in the contract for opening the letter _________.

4.6. If the Seller decides to leave the contract in force, he receives the right to reimbursement of all additional expenses that he will incur in connection with the delay in opening the letter of credit, as well as the right to __________% per annum of the total cost of the goods delivered for the delay in payment.

Open account. An open account payment involves the exporter providing documents of title, bypassing the bank, and the importer crediting the payment amounts due to the exporter to the open account within the time limits established in the contract.

By accepting this form of payment, the seller must, as a rule, have certain guarantees that the buyer will actually pay him for the goods delivered. In order to reduce the risk of non-payment of the cost of the goods delivered, the seller may, in particular, include a clause in the contract:

“The Seller retains ownership of this product until the Buyer pays its price.”

Translation (English transfer). The form of settlements by telegraphic and postal transfers is used when the provision of currency is not associated with any additional condition, for example, with the transfer of trade documents to the bank. As a rule, they are used when paying off debts on loans and credits, returning amounts, making advance payments Strovsky L.E. Foreign economic activity of the enterprise. Fundamentals: Textbook for universities. M., 1996. P. 351..

Bank transfer (English: bank transfer, banker, s transfer, bankers, remittance) is a settlement Bank operation, which consists in sending by telegraph or by mail a payment order from one bank to another bank. A payment order (English: payment order, order for payment) is an order from a bank addressed to its correspondent bank to pay a certain amount to the beneficiary, the bearer of a check or other payment documents.

Check (English check) - type securities, a monetary document of a strictly established form, containing an order from the owner of the account in the credit institution of the drawer of the check to pay a certain person or bearer of the check the amount specified in it.

The check form of payment is carried out by the check drawer issuing an order to his bank to pay a certain amount from the funds available in his account to the holder of a check or transfer this amount to the latter’s account.

In Russia, this form of payment is regulated by the Regulations on Checks, approved by Resolution of the Supreme Council of the Russian Federation N 2349-1 of February 13, 1992.

In particular, Art. 32 of the Regulations on Checks establishes the following rules:

Checks issued abroad of the Russian Federation with payment on its territory must comply with the requirements of Chapter II of the Regulations;

A check issued on the territory of the Russian Federation with payment abroad must meet the requirements of the legislation at the place of payment;

If an international treaty with the participation of the Russian Federation provides otherwise than established by these Regulations, the rules of the international treaty apply.

A check can be personal (cheque payable), issued in favor of a specific person, order check, issued by endorsement, bearer check, i.e. to bearer, transferred by simple transfer or also by endorsement.

A check is usually valid for a certain period of time. It can be issued in foreign currency if the drawer has a bank account in that currency or if his bank has foreign currency accounts with its foreign correspondents.

Bill - a written promissory note established by law a form issued by the borrower (English borrower) - drawer of a bill (English drawer of a bill) to the creditor (English creditor, lender) - holder of a bill (English holder of a bill), giving the latter the right to demand payment from the borrower by a certain date of the amount, specified in the bill.

The bill of exchange form of payment is carried out by using a promissory note or a bill of exchange.

A promissory note (English note) is an unconditional obligation of the person who issued it to pay a specified amount of money on demand or within a certain period of time, in a specified place, to the person named in the bill or to his order (i.e. to another person specified by him) .

A promissory note must contain:

The name “bill” included in the text itself and expressed in the language in which this document was drawn up;

A simple and unconditional promise to pay a certain amount;

Indication of the payment term;

Indication of the place where the payment should be made;

Signature of the person who issues the bill Tomsinov V.A. Foreign trade transactions: practical recommendations on drawing up contracts. M., 1994. P. 100..

Bill of exchange or draft (English bill of exchange) - a written order from one person (creditor, drawee) to another - borrower, payer, drawee (English drawee) to pay a certain amount of money to a third party - bearer, remitter (English payee, remitte) . In this case, the drawer is simultaneously a creditor in relation to the drawee and a debtor in relation to the remittor. The issuance of a bill of exchange aims to settle both debt claims. It should be noted that in domestic practice, the procedure for settlements with foreign partners is determined by the Law of the Russian Federation of October 9, 1992 “On Currency Regulation and Currency Control” and current regulations Central Bank Russian Federation(Bank of Russia).

The bill of exchange must contain:

The name “bill” included in the text of the document itself and expressed in the language in which this document was drawn up;

A simple and unconditional offer to pay a certain amount;

The name of the person who must pay;

Indication of the payment term;

Indication of the place of payment where the payment must be made;

The name of the person to whom or on whose order the payment is to be made;

Indication of the date and place of drawing up the bill;

Signature of the person issuing the bill Tomsinov V.A. Foreign trade transactions: practical recommendations for drawing up contracts. M., 1994. P. 105..

In Russia, the circulation of bills is regulated by special rules of bill law. Russian bill of exchange legislation is unified on the basis of the Geneva Convention on the Uniform Law on Bills of Exchange and Promissory Note of 1930 (the USSR joined this Convention in 1936).

The section of the contract on payment terms may also include other conditions related to mutual obligations and the procedure for making payments. For example, the consequences of violation of payment obligations by one of the parties and the procedure for withholding insurance amounts can be clarified.

home » How to earn » Export contract for work. Preparation of documents for export. Agreement and contract for export. Price and currency clause