以下是为您提供的一份全英文外贸销售合同模板范本，您可以根据实际情况进行修改和调整。
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CONTRACT OF SALE
This CONTRACT OF SALE is made and entered into on [date] by and between:
Seller:
Name: [Seller’s Company Name]
Address: [Seller’s Address]
Contact Person: [Seller’s Contact Person]
Telephone Number: [Seller’s Phone Number]
Fax Number: [Seller’s Fax Number]
Email Address: [Seller’s Email Address]
Buyer:
Name: [Buyer’s Company Name]
Address: [Buyer’s Address]
Contact Person: [Buyer’s Contact Person]
Telephone Number: [Buyer’s Phone Number]
Fax Number: [Buyer’s Fax Number]
Email Address: [Buyer’s Email Address]
WHEREAS, the Seller is engaged in the business of manufacturing and selling [Product Name], and the Buyer desires to purchase such products from the Seller;
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties agree as follows:
Article 1: Product and Specifications
1. The Seller agrees to sell and the Buyer agrees to purchase [Product Name] in accordance with the specifications, quantities, and prices set forth in Appendix A attached hereto.
2. The Seller reserves the right to make minor modifications to the product specifications without prior notice, provided that such modifications do not materially affect the performance and quality of the products.
Article 2: Price and Payment Terms
1. The total purchase price for the products is [Total Price] (inclusive of all taxes, duties, and charges).
2. The Buyer shall make payment as follows:
– [Down Payment Amount] as a down payment within [Down Payment Due Date] days after the execution of this contract.
– The balance payment of [Balance Payment Amount] shall be paid within [Balance Payment Due Date] days after the receipt of the products by the Buyer.
3. Payments shall be made by [Payment Method] to the Seller’s bank account as specified in Appendix B.
Article 3: Delivery and Shipping
1. The Seller shall deliver the products to the Buyer at the address specified in this contract on or before [Delivery Date].
2. The shipping terms are [Shipping Terms] (e.g., FOB, CIF, etc.), and the shipping costs shall be borne by [Party Responsible for Shipping Costs].
3. The Seller shall provide the Buyer with shipping documents, including but not limited to invoice, packing list, and bill of lading, within [Document Submission Deadline] days after the shipment.
Article 4: Inspection and Acceptance
1. The Buyer has the right to inspect the products upon receipt. If the Buyer discovers any defects or non-conformities within [Inspection Period] days after receipt, the Buyer shall notify the Seller in writing.
2. If the Buyer fails to notify the Seller within the inspection period, the products shall be deemed accepted by the Buyer.
3. In the event of any defects or non-conformities, the Seller shall be responsible for rectifying the problem at its own expense within a reasonable time.
Article 5: Warranty
1. The Seller warrants that the products are free from defects in materials and workmanship for a period of [Warranty Period] from the date of delivery.
2. During the warranty period, the Seller shall repair or replace any defective products at no cost to the Buyer.
3. The warranty does not cover damages caused by improper use, abuse, or unauthorized modifications of the products by the Buyer.
Article 6: Intellectual Property Rights
1. The Seller warrants that the products do not infringe any intellectual property rights of third parties.
2. The Buyer shall indemnify and hold the Seller harmless from any claims or actions arising from the Buyer’s use of the products that infringe the intellectual property rights of others.
Article 7: Confidentiality
1. Both parties agree to keep confidential all information related to this contract and the transaction, including but not limited to product designs, prices, and customer lists.
2. The confidentiality obligation shall survive the termination of this contract for a period of [Confidentiality Period] years.
Article 8: Force Majeure
1. Neither party shall be liable for any failure or delay in performing its obligations under this contract due to force majeure events, including but not limited to natural disasters, wars, strikes, and government actions.
2. In the event of a force majeure event, the affected party shall promptly notify the other party in writing and provide evidence of the event. The parties shall then negotiate in good faith to find an appropriate solution.
Article 9: Termination
1. This contract may be terminated by mutual agreement of the parties in writing.
2. Either party may terminate this contract in the event of a material breach by the other party, provided that the breaching party is given written notice of the breach and fails to cure the breach within [Cure Period] days after receipt of the notice.
Article 10: Dispute Resolution
1. Any disputes arising out of or in connection with this contract shall be resolved through friendly negotiation between the parties.
2. If the negotiation fails, the disputes shall be submitted to arbitration in accordance with the rules of [Arbitration Institution]. The arbitration award shall be final and binding upon both parties.
3. The governing law of this contract is [Applicable Law].
Article 11: Miscellaneous
1. This contract constitutes the entire agreement between the parties and supersedes all prior negotiations, representations, and agreements.
2. Any amendments or additions to this contract must be made in writing and signed by both parties.
3. This contract may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same contract.
IN WITNESS WHEREOF, the parties have executed this contract as of the date first above written.
Seller: [Seller’s Company Name]
By: [Authorized Signatory’s Name]
Title: [Authorized Signatory’s Title]
Date: [Date]
Buyer: [Buyer’s Company Name]
By: [Authorized Signatory’s Name]
Title: [Authorized Signatory’s Title]
Date: [Date]
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请注意，在签订任何合同之前，建议您咨询专业法律意见，以确保合同符合您的具体需求和法律要求。
