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主讲教师：夏夕美

International trade practices. 主讲教师：夏夕美. brief introduction to international trade. 1. Works before signing contract. 2. 3. contract. 4. Fulfill contract. 5. Other type of trade. diagram of the Course. business negotiation. 主讲教师：夏夕美. 交易前的准备工作. 知识点回顾. 取得出口权. 货源. 出口准备. 客户.

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主讲教师：夏夕美

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  1. International trade practices 主讲教师：夏夕美 Import & Export Practices

  2. brief introduction to international trade 1 Works before signing contract 2 3 contract 4 Fulfill contract 5 Other type of trade diagram of the Course Import & Export Practices

  3. business negotiation 主讲教师：夏夕美 Import & Export Practices

  4. 交易前的准备工作 知识点回顾 取得出口权 货源 出口准备 客户 广告宣传 商标注册 Import & Export Practices

  5. The ways to get potential customers • Advertisements could be made through various mass media. • Sales literature and price lists can be distributed. • Trade fairs could be used to exhibit commodities. • Exporters may also send out Invitation to Offer directly to potential customers. Import & Export Practices

  6. 相关网站 • 中国外经贸www.chinamarket.com.cn • 阿里巴巴www.alibaba.com • 商务部www.mofcom.gov.cn • 中国国际市场贸易网www.cnmark.com • 中国出口商品贸易网www.365export.com • 中国进出口贸易网www.cnie.cn • 中国国际贸易发展网www.itdn.com.cn • 中国出口商品交易www.cantonfair.org.cn • 中国航贸网www.snet.com.cn Import & Export Practices

  7. Business Negotiation • Business Negotiationis the dealings between the exporter and the importer in order to reach an agreement on price, payment, quantity, quality, and other terms or conditions of a sale. Import & Export Practices

  8. Business Negotiation • The conclusion of a sales contract results from the business negotiation to the satisfaction of both parties. Import & Export Practices

  9. the forms of negotiation Business negotiations are carried out either by ---writing 书面（传真、信函等） ---verbally 口头 Import & Export Practices

  10. verbal Negotiation In the verbal case, traders talk about the terms or conditions of a sale with each other, in person or by telephone. The foreign merchant may call on the domestic trader upon invitation, or the exporter will make a visit to an overseas importer on his own account. Import & Export Practices

  11. verbal Negotiation • Business talks are also held at international fairs (the China Export Commodities Fair in Guangzhou ) Import & Export Practices

  12. Written Negotiation • When business negotiation is done by writing, communications by letter, by cable or by telex are the usual means traders use. • In practice, letter-writing plays a vital part, and that's why a prosperous trader always has a great deal of correspondence to deal with. Import & Export Practices

  13. Negotiation • Sometimes both types, communications in writing and in spoken words, are used interchangeably in one single transaction. Import & Export Practices

  14. The contents of Negotiation • To reach an agreement , the following terms (main terms & general conditions) are talked over during a business negotiation. Import & Export Practices

  15. The contents of Negotiation • Main terms: the description of the goods, quality, quantity, packing, price, delivery , payment General terms: insurance, inspection, arbitration, claims and disputes, and force majeure. Import & Export Practices

  16. Business negotiation, in most cases, needs going through four stages : 1 Enquiry--询盘 2 1 1 Offer--发盘 3 Counter-offer--还盘 4 Acceptance--接受 conclusion of a contract Import & Export Practices

  17. Enquiry • An buyer inquiries upon the terms of a sale to a seller. • An inquiry includes the commodity's name, quality, mode, the desired quantity and delivery date etc. • Buyer Inquiry Seller Seller Invitation to offer buyer Import & Export Practices

  18. 询盘示例 We are interested in your DC camera, details as per our inquiry note 5678 attached, and we will be glad to receive your lowest quotation ASAP. Import & Export Practices

  19. It is worthy of note that whoever makes an enquiry is not liable for the buying or the selling, and, the opposite party, at the same time, can make no reply at all. According to the commercial practice, the receiver of an enquiry will respond without delay in the usual form of a quotation, an offer, or a bid. Enquiry Import & Export Practices

  20. 最常见的是询盘。询盘的内容可涉及：价格、品质、数量、包装、装运以及索取样品等，而多数只是询问价格，所以，业务上常把询盘称作询价。 买卖双方均可发出询盘，买方询盘又叫递盘（Bid），卖方询盘又叫索盘（Selling Inquiry）。 询盘对买卖双方无法律约束力，但在商业习惯上，被询盘一方接到询盘后应尽快给予答复。 Import & Export Practices

  21. Offer--Definition an offer is one that clearly expresses the offeror’s willingness in concluding a contract. Import & Export Practices

  22. the parties involved inOffer a proposal of terms and conditions presented in a potential contract by one party, called the offeror, to another party, called the offeree. Import & Export Practices

  23. according tothe United Nations Convention on Contracts for International Sale of Goods,“a proposal for concluding a contract addressed to one or more specific persons constitute an offer if it is sufficiently definite and indicates the intention of the offerer to be bound in case of acceptance.” • 《联合国国际货物销售合同公约对发盘的解释为：“向一个或一个以上特定的人提出的订立合同的建议，如果十分确定并且表明发盘人在得到接受时承受约束的意旨，即构成发盘”。 Import & Export Practices

  24. Offer--kinds * Definite offer=Offer with Engagement (firm offer; irrevocable offer实盘 ) (unconditionally accepted; binding on both parties. ) * Indefinite offer=OfferWithout Engagement (non-firm offer虚盘) Import & Export Practices

  25. Conditions the formation of an offer shall possess 1.be made to one or more specific persons. 2. Contents be definite 发盘 的 条件 3. indicate the intention of the offer or to be bound in case of acceptance. 4. the offer will be effective when it reach the offeree Import & Export Practices

  26. 1.be made to one or more specific persons. • Is the business advertisement an offer？ • The difference between offer and business advertisment（invitation to an offer）。 Import & Export Practices

  27. 2.Contents of the offer shall be definite • trade terms of the offer shall be complete, clear, and final. • 1) To be clear: The main trading terms should be completely denoted. • 2) To be final: without reservation Import & Export Practices

  28. 2.Contents of the offer shall be definite 3) To be complete: all main items should rather be completely stated in the offer. It includes all the necessary items for transaction. Import & Export Practices

  29. 2.Contents of the offer shall be definite • according to the United Nations Convention on Contracts for the International Sale of Goods, • an offer becomes definite or firm as long as it has the name, quantity and the price of the goods Import & Export Practices

  30. 3. The offer shall indicate the intention of the offer or to be bound in case of acceptance. *Such an offer will be binding on the offerer if the offer is accepted by the offeree. Import & Export Practices

  31. 4.the offer will be effective when reaching offeree 1)Offer by oral, it is effective from the time the offeree knows contents of the offer. 2)Offer in written, there are two opinions: posting opinion and arrival opinion. Import & Export Practices

  32. 4.the offer will be effective when reaching offeree common law英美 Text when it is received as the offer is dispatched Text Text civil law和《公约》 Import & Export Practices

  33. validity of the offer • *The firm offer specifies the time by which the offer is valid and the time acceptance must be received (“our time”). • *the offeror cannot revoke or amend what he has offered during the validity of the offer. Import & Export Practices

  34. 1、明确规定有效期 • 1)Stipulate the latest date for acceptance. • This offer is firm subject to the acceptance reaching us not later than July 15th • This offer is valid till Friday our time • 2)Stipulate a period of time We will keep the offer valid for one month • 存在如何计算“一段接受期间”的起讫问题 Import & Export Practices

  35. 2.未规定有效期Not stipulate clearly the time of validity. • 合理时间(Reasonable Time):口头发盘应当场表示接受。 • validity of the offermake it possible for the offeree to accept or to decline the offer. • The acceptance made by the offeree before the validity expires is effective legally. Import & Export Practices

  36. 案例分析 • H公司有一批羊毛待售，4月2日公司销售部以信件的形式向某市第一纺织厂发出要约，将羊毛的数量、质量、价格等主要条款做了规定，约定若发生争议将提交某仲裁委员会仲裁。并特别注明希望在15日内得到答复。但由于工作人员疏忽，信件没有说明要约的起算日期，信件的落款也没有写日期。4月4日公司人员将信件投出，4月17日纺织厂收到信件。恰巧纺织厂急需一批羊毛，第二天即拍发电报请其准备尽快发货。邮局于4月19日送达H公司。不料H公司却在4月18日由于未收到纺织厂的回信，已将羊毛卖给另一纺织厂。第一纺织厂几次催货未果，向仲裁委员会提请仲裁，要求H公司赔偿其损失。试对此案例进行分析。 Import & Export Practices

  37. Withdrawal and revocation of the offer withdrawal: the withdrawal notice reaches the offeree before or at the same time as the offer. and withdrawal of offer is ineffective until it arrives. 一般只在适用信件或电报向国外发盘时才适用？《公约》规定：“一项发盘，即使是不可撤销的，也可撤回，如果撤回的通知在发盘到达受盘人之前或同时到达受盘人。” Import & Export Practices

  38. Withdrawal and revocation of the offer revocation: revocation reaches the offeree before he has dispatched an acceptance. Generally speaking, an offer, once made, can be revoked before acceptance. But an offer is irrevocable if it states a fixed time for acceptance or the offee has taken action accoding to the offer. Import & Export Practices

  39. Withdrawal and revocation of the offer While In common law (英美法)countries, the rule is that an offer which states a fixed time for acceptance is in every case to be treated as revocable. *英美法和大陆法对撤回和撤销有不同意见 Import & Export Practices

  40. Termination of offer An offer is terminated in the following forms: • The party offering may revoke the offer if no consideration has been given. • The offer may lapse (either after a specified time, or it may just become stale). Import & Export Practices

  41. Termination of offer • Offer may come to an end after a stipulated event occurs or does not occur. • Offer may lapse on death of the party offering. • Offer is killed by a counter-offer. Import & Export Practices

  42. Indefinite offer • unclear, incomplete and with reservations • not binding on the offeror • the offer only includes part of the terms. The main terms are not completely listed. • Besides, the offer is subject to the offeror’s final confirmation. Import & Export Practices

  43. 若发盘中附有保留条件，如：“this offer is subject to our final confirmation” ，或“prior to selling” 等，则此建议不能构成发盘，只能视为邀请发盘（Invitation for Offer）。 Import & Export Practices

  44. We are offering you 120metric tons of black tea at USD958 net M/T CFR shanghai for shipment during November/ December subject to your order reaching here by July 30th. 发盘示例 Import & Export Practices

  45. Counter-Offer the offeree doesn't accept the offer wholly and put forward some additions, modification, limitations, etc as to the basic terms and conditions contained in the offer. Import & Export Practices

  46. Counter-Offer 还盘的形式 material modification: price, payment, quality,quantity, place and time ofdelivery, settlement of disputes. non-material modification Import & Export Practices

  47. kinds ofCounter-Offer A counter-offer, in fact, is a rejection of the offer. Hence, it is a new offer and at the same time, the original offer lapses. Import & Export Practices

  48. kinds ofCounter-Offer In a counter-offer a new price as well as other new terms is suggested. It is often simply worded with only the new suggested terms stated and the other terms embodied包含 in the original offer remain unchanged, Import & Export Practices

  49. 还盘示例 We find your price is on the higher side, some computer of similar quality from other countries have been sold here at a level about lower than yours. Should you be ready to reduce your price by 10% so that we can come to an agreement. Import & Export Practices

  50. 还盘案例分析一： • 我某公司向美国A公司发盘出售一批大宗商品，对方在发盘有效期内复电表示接受，同时指出：“凡发生争议，双方应通过友好协商解决；如果协商不能解决，应将争议提交中国国际经济贸易仲裁委员会仲裁。”第三天，我方收到A公司通过银行开来的信用证。因获知该商品的国际市场价格已大幅度上涨，我公司当天将信用证退回，但A公司认为其接受有效，合同成立。双方意见不一，于是提交仲裁机构解决。试问：如果你是仲裁员，你将如何裁决？ Import & Export Practices

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