Ask the master for help to draft a non standard terms sales contract Speed

Contract No.:

Date of signing:

Place of signing:

Supplier: Buyer: Fully negotiate and sign this contract.

In the course of execution, either party shall bear the liability for breach of contract if it fails to perform the contract. 1.Commodity.

Product Name, Specification, Unit, Quantity, Unit Price, Amount, Remarks

The total payment for the goods is RMB (capitalized):

2.Product quality:

3.Methodology:

5.Packaging Requirements & Costs:

6.Quality inspection and acceptance methods:

7.Settlement Method:

8.Shipping Method:

9.Supplier's liability for breach of contract:

1) If the product variety, specification and quality do not meet the requirements, and the buyer agrees to receive the goods, the price shall be based on quality; If the buyer does not agree to receive the goods, the supplier shall be responsible for handling it and bear the losses caused thereby.

2) If the quantity is not delivered according to the contract, and the demander still needs it, it shall be paid according to the quantity and treated as deferred delivery. If the contract task cannot be completed and the goods cannot be delivered, the buyer shall be reimbursed for liquidated damages of the total value of the delivery.

3) The packaging does not meet the requirements and must be repaired or repackaged, and the cost and loss paid should be borne by the customer; The buyer does not require repair or repackaging, and if it claims compensation for losses, it shall compensate for the losses.

4) If the goods are not delivered at the time specified in the contract, the liquidated damages shall be paid to the buyer for the total amount of the payment for the delayed delivery for each month of delayed delivery.

5) For products that do not meet the same requirements, the buyer shall be reimbursed for the storage and maintenance fees actually paid by the buyer during the storage period.

6) The wrong place of arrival of the product or the receiving unit, in addition to the contract is responsible for the delivery to the place or receiving unit, and bear the responsibility of overpaid transportation and miscellaneous expenses and delay in delivery.

10.Liability for breach of contract by the buyer:

1) When the supplier is compensated for the actual loss caused by the change of product variety, specification, quality or packaging specification.

2) If the goods are returned without reason in the middle of the way, the supplier shall be reimbursed for the liquidated damages of the total value of the return part.

3) If the self-picked product is not picked up on the specified date, the supplier will be reimbursed for liquidated damages for each day of postponement, in accordance with the bank's deferred payment regulations.

4) Failure to accept the acceptance method and time specified in the contract shall compensate the supplier for the losses caused by the delay in acceptance; If the acceptance is postponed for more than three months without reason, it will be treated as a midway return.

5) If the payment is not made on the date specified in the contract, the supplier shall be repaid for liquidated damages in accordance with the bank's deferred payment regulations for each day of delay.

6) If the products that are delivered or transported on behalf of the company refuse to receive the goods without reason, they shall bear the losses caused by this and the fines of the transportation department.

11.Assumption of Risk.

12.Dispute Resolution.

13.When the supplier and the buyer are unable to perform the contract due to the force majeure of manpower and reasons not caused by the enterprise itself, they shall immediately notify the other party, and they may be exempted from bearing economic responsibility after consultation between the two parties or the contract management authority.

14.If there are any matters not covered in the above clauses, they should be supplemented in writing as an annex.

The effective date is from XX/XX to XX/XX.

Supply: Demand:

Representative: Representative:

Account Number: Bank:

Account Number:

Non-standard clauses are pre-formulated and inflexible, and one party to the contract can only choose to accept or not accept, and non-standard clauses are negotiated by both parties and can be formulated according to the intentions of both parties. Non-standard clauses are terms that have been negotiated and agreed upon by both parties to the contract. Article 12 of the Contract Law of the People's Republic of China [Contract Content] The content of the contract shall be agreed upon by the parties and generally include the following clauses:

1) The name or address of the parties; (2) Marking imitations; (3) Quantity; (4) Quality; (5) Price or remuneration; (6) The time limit, place and method of performance; (7) Liability for breach of contract; 8) Methods of Dispute Resolution. And guess.

The main difference between a standard clause contract and a non-standard clause contract is that a standard clause contract is entered into in advance by one party, while a non-standard clause contract is not entered into in advance by one party but is concluded after negotiation between the parties. The standard contracts are mainly insurance contracts and driving school contracts, etc.

1. What are the main differences between standard clause contracts and non-standard clause contracts?

The main difference between the two is that they are pre-drafted and not consulted with the other party.

The standard clause has the following meanings:

The standard clauses are pre-drafted by one of the parties. Standard clauses are drawn up by one party before the conclusion of the contract and are not formed on a two-party basis.

Second, standard clauses are drafted for reuse, and standard clauses are developed for reuse, not for one-time use.

Third, standard clauses are standard clauses that the parties do not have to negotiate when concluding a contract, which are immutable and attached. In the process of concluding a contract, the party providing the standard clauses does not negotiate with the other party on the content of the standard clauses. Whether the parties can negotiate at the time of conclusion of the contract is a fundamental difference between standard clauses and other clauses.

In practice, it is common for parties to use pre-drafted contract clauses to conclude contracts, but the pre-drafted contract clauses may not always be standard clauses.

The standard terms are provided unilaterally, and the same document is generally signed by agreement between the two parties.

In general, there is not much difference between the two, but if there is an ambiguity between the parties to the contract on the content of the contract, if it is signed in accordance with the standard clauses, it will be explained to the party that is not conducive to providing the standard clauses. However, the general contract needs to be verified and destroyed, and the specific situation needs to be analyzed.

2. What are the circumstances under which a standard clause contract is invalid?

1) One party concludes a contract by means of fraud or coercion, harming the interests of the state;

2) Malicious collusion, harming the interests of the state, the collective, or a third party;

3) Concealing illegal purposes in a lawful form;

4) Harming the public interest;

5) Violating mandatory provisions of laws and administrative regulations.

3. What is the definition of a standard clause contract?

A standard contract exists in a civil agreement, which is generally composed of standard clauses prepared in advance by one of the parties to the contract, and is drafted for reuse, without consultation with the counterparty at the time of conclusion of the contract. This kind of contract mostly appears in the field of consumer contracts, and is generally issued by merchants. The validity of the standard contract is regulated by law and shall not harm the interests of the state, the collective or a third party; It is not allowed to exempt oneself from liability, increase the liability of the other party, or exclude the main rights of the other party.

A standard contract refers to a contract that is written in advance and requires the other party to sign, and if the contracting party uses coercion to make the other party sign it, the standard contract is invalid. or the standard contract is invalid if it violates the terms of the law.

If there is a dispute between the standard clause and the non-standard clause, the non-standard clause shall prevail, and the law clearly stipulates that if there is a dispute over the understanding of the standard clause, it can be dealt with according to the commonly understood situation, but if there is an illegal act in the format, then the standard clause is invalid.

1. Which shall prevail in the event of any inconsistency between the standard terms and the non-standard terms?

In the event of any inconsistency between the standard clauses and the non-standard clauses, the non-standard clauses shall prevail in accordance with Article 498 of the Civil Code.

Where there is a dispute over the interpretation of standard clauses, they shall be interpreted in accordance with the common understanding. Where there are two or more interpretations of the standard clauses, an interpretation unfavorable to the party providing the standard clauses shall be made. Where standard terms and non-standard terms are inconsistent, non-standard terms shall be used.

Standard clauses, also known as standard clauses, refer to clauses that are pre-drafted by the parties for repeated use and are not negotiated with the other party at the time of entering into a contract, such as insurance contracts, auction transaction confirmations, etc., which are all standard contracts. From the perspective of maintaining fairness and protecting the weak, the Contract Law restricts standard clauses from three aspects:

First, the party providing the standard clauses has the obligation to prompt and explain, and shall draw the attention of the other party to the clauses exempting or limiting its liability, and explain it in accordance with the requirements of the other party;

Second, the standard clauses that exempt the main obligations of the party providing the standard clauses and exclude the main rights of the other party are invalid;

Third, if there is a dispute over the interpretation of standard clauses, they should be interpreted in accordance with the common understanding. Where there are two or more interpretations of the standard clauses, an interpretation unfavorable to the party providing the standard clauses shall be made.

2. The provisions of the Civil Code on standard clauses

Article 496:Standard clauses are clauses that are drafted in advance by the parties for the purpose of repeated use and are not negotiated with the other party at the time of conclusion of the contract.

Where standard clauses are used to conclude a contract, the party providing the standard clauses shall follow the principle of fairness to determine the rights and obligations between the parties, and take reasonable measures to remind the other party to pay attention to the terms that have a major interest in the other party, such as exempting or reducing its liability, and explain the old lease amount in accordance with the requirements of the other party. If the party providing the standard clause fails to perform the obligation of reminder or explanation, resulting in the other party not paying attention to or understanding the clause in which it has a material interest, the other party may claim that the clause does not become the content of the contract.

Article 497:In any of the following circumstances, the standard clause shall be invalid:

1) It has the invalid circumstances provided for in Section 3 of Chapter 6 of Part 1 of this Law and Article 506 of this Law;

2) The party providing the standard clauses unreasonably exempts or reduces its liability, increases the liability of the other party, or restricts the main rights of the other party;

3) The party providing the standard clauses excludes the main rights of the other party.

The specific content of the standard clauses needs to be handled strictly based on the procedures and requirements stipulated in the above-mentioned laws, especially the specific matters determined by the facts and consequences of different cases are different, if the handling of relevant matters is not clear, a lawyer can be consulted to make a legal definition to avoid the wrong application of law.

There is no difference in essence, they are all binding on the parties, and they can be changed, revoked, or invalidated by agreement.

The difference is that standard clauses are pre-drawn up by one of the parties to the contract, while non-standard clauses are negotiated and formulated.

The standard clause is a bit of a contract to say that the strong party manages the weak party, referring to the labor contract.

A standard clause is a clause that has been drafted in advance by the parties for reuse and has not been negotiated with the other party at the time of conclusion of the contract.

From the definition, it can be seen that there are two main differences between the two: they are pre-drafted and not consulted with the other party.