Part Three
Unit 9 Signing a Contract
Besides the main terms we have discussed
from lesson 1 to 7,there are some other
terms will be negotiated.
One is usually the inspection clause and
the other is arbitration,esp,on purpose
of handling with a claim.
? Inspection
1.货物必须在货物装运前由公证机构进行检
验, 其检验报告作为我方履行付款的基础 。
Inspection must be conducted before
shipment by recognized surveyors,Their
reports may be taken as the basis for
negotiating payment.,
2,我们有到货的复验权 /我们有权在货物
到达时进行复验 。
? We have the right to reinspect the goods
on their arrival,
3.货物到达后由买方检验局进行检验, 所
发检验证书将作为索赔的依据 /基础 。
? After the goods arrive,we may have
them reinspected by our bureau,and the
inspection certificate issued shall serve
as the basis for filing a claim,
? Some useful expression:
? The main transaction terms,price,
quantity,quality,packing,delivery,
payment terms; other terms,insurance,
inspection,arbitration; Force Majeure,
etc.
? To go over the terms and conditions of
the contract;
? There are still a fair few points left over
to clear up;
? To close the bargain;
? to reinspect the cargo on its arrival;
? To be entitled to lodge a claim;(to be
entitled to do sth; to entitle sb to do sth.)
? Surveyor’s reports issued by a recognized
surveyor（ 公证机构 ） ;
? The goods are spoiled or got short-
weighted;
? To rule out the possibility of bearing the
responsibility;
? to undertake it without shirking
? Arbitration
If the disputes cannot be solved by the
consultation amicably,both partied
volunteer to present to the Third Party
agreed to arbitrate the problems,The
result of the arbitration will be legally
binding to both parties and they must
execute or put into force accordingly.
useful expressions,
? to choose the location for arbitration and
the arbitration organization(CCPIT);
? No contract clause is as effective as good
will and confidence in each of the parties
to the contract.
? Provisional rules暂行条例,eg,according
to the ～ of procedure promulgated by
the Arbitration Committee of CCPIT;
? International prestige;
? Umpire 首席仲裁员
? To handle the dispute without bias or
partiality,
? It’s really a tough nut to crack,这真
是一个棘手的问题 。
? Plaintiff,原告； losing party,
（ 1） 万一有什么争议, 我们应该在合同中规定仲
裁条款 。
In case any disputes may arise,we should
include an arbitration clause in the contract.
（ 2） 所有仲裁费用应由败诉一方承担 。
As the fees for arbitration shall be borne by the
losing party.
（ 3） 争议应提交双方选定的仲裁员进行仲裁 。
The dispute shall be submitted for arbitration by a
mutually nominated arbitrator.
(4) 恐怕我们在仲裁地点和仲裁机构方
面有不同的意见。
I’m afraid that we’ll have different
opinions of the location for arbitration
and arbitration organization.
? (5) 如果没有异议 /选择的话, 仲裁是终
局性的 。
Arbitration is generally the last resort if
there is no alternative,
Unit 10 Consignment & Compensation
Trade
1,Consignment:
the act of sending goods to an agent for
sale,with commission to be calculated
on the gross proceeds,depending on
consignment agreement.
Specimen Letters
? The board meeting shall be called and
presided over by the Chairman,Should
the Chairman be absent,the vice-
Chairman shall,in principle,call and
preside over the board meeting.
? This Contract and the appendices hereto
shall come into force from the date of
approval by the examination and
approval authorities.
? The production and business scope of
the Company shall be as follows,to
manufacture,sell and develop
cooperatively produced products and
other relevant products.
? This contract shall be induplicate to be
held each by the Parties hereto and shall
have two copies each kept by the Parties
hereto for record.
? 单据份数
In duplicate (2-fold);
triplicate
quadruplicate
quintuplicate
sextuplicate
septuplicate
octuplicate
nonuplicate
decuplicate
? 本合同应用英文和中文两种文字写成，一
式四份，合同双方执英文本和中文本各一
式两份，两种文字具有同等效力。
This contract shall be written in English
and Chinese languages in quadruplicate
both texts being equally authentic,and
the parties hereto shall hold two copies
of each text.
? Fill in the blanks with prep,words:
1)In case there is any breach of provisions
_UNDER_ this Agreement _BY_ either
Party during the effective period of this
Agreement,the Parties Hereto shall,first
of all try to settle the matter IN question
AS soon and amicable AS possible TO
mutual satisfaction.
2)Whereas Party B will enter into a
Contract for Works with Party A for
latter’s air conditioning equipment,and
the Parties Hereto,in consideration of
the mutual covenances and agreement
do hereby agree as follows:
2,Barter Trade
Specimen letters
3,Compensation Trade
A new form of business using products or
other commodities to pay for machines
or products bought.
Specimen letters
? Whereas,considering that,
For examples:
(1)Whereas the contractor by an
Agreement made between the Employer
of the one part and the Contractor of the
other part has entered into a Contract
(hereinafter called ‘the said Contract’) to
execute and complete certain Works and
remedy,any defects therein in accordance
with the provisions of the said Contract.
Therein,in that; in that particular context;
in that respect;
(2) The procedures contained therein shall
be followed by the concerned agencies of
the P.R.C.,responsible for the
implementation of the Bank-supported
project.
(3)Whereas the first Party is willing to
employ the second party and the second
Party agrees to do as the first party’s
Engineer in Bamako,it is hereby mutual
agreed as follows:
? Hereby,by means of,by reason of this;
(4) Whereas party A and Party B,adhering
to the principle of equality and mutual
benefit and through friendly consultation,
agree to jointly invest to establish a new
venture company in China (hereinafter
referred to ‘New Company’),The
Contract hereunder is worked out.
Unit 9 Signing a Contract
Besides the main terms we have discussed
from lesson 1 to 7,there are some other
terms will be negotiated.
One is usually the inspection clause and
the other is arbitration,esp,on purpose
of handling with a claim.
? Inspection
1.货物必须在货物装运前由公证机构进行检
验, 其检验报告作为我方履行付款的基础 。
Inspection must be conducted before
shipment by recognized surveyors,Their
reports may be taken as the basis for
negotiating payment.,
2,我们有到货的复验权 /我们有权在货物
到达时进行复验 。
? We have the right to reinspect the goods
on their arrival,
3.货物到达后由买方检验局进行检验, 所
发检验证书将作为索赔的依据 /基础 。
? After the goods arrive,we may have
them reinspected by our bureau,and the
inspection certificate issued shall serve
as the basis for filing a claim,
? Some useful expression:
? The main transaction terms,price,
quantity,quality,packing,delivery,
payment terms; other terms,insurance,
inspection,arbitration; Force Majeure,
etc.
? To go over the terms and conditions of
the contract;
? There are still a fair few points left over
to clear up;
? To close the bargain;
? to reinspect the cargo on its arrival;
? To be entitled to lodge a claim;(to be
entitled to do sth; to entitle sb to do sth.)
? Surveyor’s reports issued by a recognized
surveyor（ 公证机构 ） ;
? The goods are spoiled or got short-
weighted;
? To rule out the possibility of bearing the
responsibility;
? to undertake it without shirking
? Arbitration
If the disputes cannot be solved by the
consultation amicably,both partied
volunteer to present to the Third Party
agreed to arbitrate the problems,The
result of the arbitration will be legally
binding to both parties and they must
execute or put into force accordingly.
useful expressions,
? to choose the location for arbitration and
the arbitration organization(CCPIT);
? No contract clause is as effective as good
will and confidence in each of the parties
to the contract.
? Provisional rules暂行条例,eg,according
to the ～ of procedure promulgated by
the Arbitration Committee of CCPIT;
? International prestige;
? Umpire 首席仲裁员
? To handle the dispute without bias or
partiality,
? It’s really a tough nut to crack,这真
是一个棘手的问题 。
? Plaintiff,原告； losing party,
（ 1） 万一有什么争议, 我们应该在合同中规定仲
裁条款 。
In case any disputes may arise,we should
include an arbitration clause in the contract.
（ 2） 所有仲裁费用应由败诉一方承担 。
As the fees for arbitration shall be borne by the
losing party.
（ 3） 争议应提交双方选定的仲裁员进行仲裁 。
The dispute shall be submitted for arbitration by a
mutually nominated arbitrator.
(4) 恐怕我们在仲裁地点和仲裁机构方
面有不同的意见。
I’m afraid that we’ll have different
opinions of the location for arbitration
and arbitration organization.
? (5) 如果没有异议 /选择的话, 仲裁是终
局性的 。
Arbitration is generally the last resort if
there is no alternative,
Unit 10 Consignment & Compensation
Trade
1,Consignment:
the act of sending goods to an agent for
sale,with commission to be calculated
on the gross proceeds,depending on
consignment agreement.
Specimen Letters
? The board meeting shall be called and
presided over by the Chairman,Should
the Chairman be absent,the vice-
Chairman shall,in principle,call and
preside over the board meeting.
? This Contract and the appendices hereto
shall come into force from the date of
approval by the examination and
approval authorities.
? The production and business scope of
the Company shall be as follows,to
manufacture,sell and develop
cooperatively produced products and
other relevant products.
? This contract shall be induplicate to be
held each by the Parties hereto and shall
have two copies each kept by the Parties
hereto for record.
? 单据份数
In duplicate (2-fold);
triplicate
quadruplicate
quintuplicate
sextuplicate
septuplicate
octuplicate
nonuplicate
decuplicate
? 本合同应用英文和中文两种文字写成，一
式四份，合同双方执英文本和中文本各一
式两份，两种文字具有同等效力。
This contract shall be written in English
and Chinese languages in quadruplicate
both texts being equally authentic,and
the parties hereto shall hold two copies
of each text.
? Fill in the blanks with prep,words:
1)In case there is any breach of provisions
_UNDER_ this Agreement _BY_ either
Party during the effective period of this
Agreement,the Parties Hereto shall,first
of all try to settle the matter IN question
AS soon and amicable AS possible TO
mutual satisfaction.
2)Whereas Party B will enter into a
Contract for Works with Party A for
latter’s air conditioning equipment,and
the Parties Hereto,in consideration of
the mutual covenances and agreement
do hereby agree as follows:
2,Barter Trade
Specimen letters
3,Compensation Trade
A new form of business using products or
other commodities to pay for machines
or products bought.
Specimen letters
? Whereas,considering that,
For examples:
(1)Whereas the contractor by an
Agreement made between the Employer
of the one part and the Contractor of the
other part has entered into a Contract
(hereinafter called ‘the said Contract’) to
execute and complete certain Works and
remedy,any defects therein in accordance
with the provisions of the said Contract.
Therein,in that; in that particular context;
in that respect;
(2) The procedures contained therein shall
be followed by the concerned agencies of
the P.R.C.,responsible for the
implementation of the Bank-supported
project.
(3)Whereas the first Party is willing to
employ the second party and the second
Party agrees to do as the first party’s
Engineer in Bamako,it is hereby mutual
agreed as follows:
? Hereby,by means of,by reason of this;
(4) Whereas party A and Party B,adhering
to the principle of equality and mutual
benefit and through friendly consultation,
agree to jointly invest to establish a new
venture company in China (hereinafter
referred to ‘New Company’),The
Contract hereunder is worked out.
