Sale Agreement for International Goods

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SALE AGREEMENT FOR INTERNATIONAL GOODS

1. PARTIES

This Sale Agreement (the “Agreement”) is made and entered into on this {{day}} day of {{month}}, {{year}}, by and between:

**Seller:**

{{seller_company_name}}, a company duly organized and existing under the laws of {{seller_country}}, with its principal place of business at {{seller_address}} (hereinafter referred to as the “Seller”).

**Buyer:**

{{buyer_company_name}}, a company duly organized and existing under the laws of {{buyer_country}}, with its principal place of business at {{buyer_address}} (hereinafter referred to as the “Buyer”).

The Seller and the Buyer are hereinafter collectively referred to as the “Parties” and individually as a “Party”.

2. GOODS

The Seller agrees to sell and the Buyer agrees to purchase the following goods (the “Goods”):

**Description of Goods:** {{goods_description}}

**Quantity:** {{quantity}}

**Unit Price:** {{currency}} {{unit_price}}

**Total Price:** {{currency}} {{total_price}}

**Harmonized System (HS) Code:** {{hs_code}}

**Origin of Goods:** {{country_of_origin}}

3. PRICE AND PAYMENT TERMS

**3.1 Price:** The total price for the Goods shall be {{currency}} {{total_price}} ({{total_price_words}}).

**3.2 Payment Schedule:** Payment shall be made by the Buyer to the Seller as follows:

a) An advance payment of {{currency}} {{advance_payment}} upon signing of this Agreement.

b) The remaining balance of {{currency}} {{remaining_balance}} upon {{payment_condition_e.g_shipment_or_delivery}}.

**3.3 Method of Payment:** All payments shall be made via {{payment_method_e.g_bank_transfer_letter_of_credit}} to the Seller’s nominated bank account: {{seller_bank_details}}.

**3.4 Late Payment:** Any late payment shall be subject to an interest rate of {{late_payment_interest_rate}}% per annum.

4. DELIVERY TERMS

**4.1 Incoterms:** The delivery of the Goods shall be governed by Incoterms® {{incoterms_year}} (e.g., Incoterms® 2020) and specifically by the term {{incoterm_chosen_e.g_FOB_CIF_EXW}} at {{place_of_delivery_or_loading}}.

**4.2 Delivery Date:** The Goods shall be delivered by {{delivery_date}}.

**4.3 Shipping Marks:** The Buyer shall provide specific shipping marks in writing to the Seller at least {{days_before_shipment}} days prior to shipment.

**4.4 Partial Shipments:** {{allowed_or_not_allowed}} partial shipments.

5. INSPECTION AND ACCEPTANCE

**5.1 Inspection:** The Buyer shall have the right to inspect the Goods at {{place_of_inspection}} within {{number_of_days}} days of receipt.

**5.2 Rejection:** Any Goods found not to be in conformity with the specifications set forth in this Agreement may be rejected by the Buyer, who shall notify the Seller in writing within {{number_of_days_for_rejection}} days of inspection.

**5.3 Acceptance:** Failure of the Buyer to give notice of rejection within the stipulated period shall constitute acceptance of the Goods.

6. RISK OF LOSS AND TITLE

**6.1 Risk of Loss:** The risk of loss or damage to the Goods shall pass from the Seller to the Buyer in accordance with the chosen Incoterm (Clause 4.1).

**6.2 Title:** Title to the Goods shall pass from the Seller to the Buyer upon {{condition_for_title_transfer_e.g_full_payment_or_delivery}}.

7. WARRANTIES

The Seller warrants that the Goods are free from defects in material and workmanship and conform to the specifications and requirements stated in this Agreement for a period of {{warranty_period}} from the date of delivery. This warranty does not cover damage caused by misuse, neglect, or improper installation by the Buyer.

8. FORCE MAJEURE

Neither Party shall be liable for any failure or delay in performing its obligations under this Agreement if such failure or delay is due to an event of Force Majeure (e.g., acts of God, war, terrorism, natural disasters, epidemics, or government regulations) beyond the reasonable control of the affected Party. The Party affected by Force Majeure shall promptly notify the other Party of the occurrence of such event.

9. GOVERNING LAW AND DISPUTE RESOLUTION

**9.1 Governing Law:** This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_country}}.

**9.2 Dispute Resolution:** Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, shall be settled by {{dispute_resolution_method_e.g_arbitration_or_court_litigation}} in {{city_country_for_dispute_resolution}}.

10. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the Parties and supersedes all prior discussions, negotiations, and agreements, whether oral or written, relating to the subject matter hereof. No modification or amendment of this Agreement shall be effective unless in writing and signed by both Parties.

11. SIGNATURES

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

**FOR THE SELLER:**

___________________________

{{seller_authorised_signatory_name}}

{{seller_authorised_signatory_title}}

{{seller_company_name}}

**FOR THE BUYER:**

___________________________

{{buyer_authorised_signatory_name}}

{{buyer_authorised_signatory_title}}

{{buyer_company_name}}