What Is a Sales Contract?

A sales contract refers to an agreement between natural persons, legal persons, and other organizations that establish equal rights, establish, change, or terminate civil rights and obligations. Signing a sales contract requires adherence to the principles of good faith.

Sales Contract

Sales contracts refer to natural persons of equal subject,

The contract sales is the amount stated on the contract. As for the actual sales, if there is a difference, it is a black box operation on both sides of the purchase and purchase, and this method is used to avoid tax.

Signing a sales contract is

Signing a sales contract is a common legal activity in business activities. The signing of a sales contract is related to the economic benefits of the enterprise. Therefore, the contract must be signed with great care.

1. Pay attention to clear agreement on the information of the goods

In the sales contract, as the supplier, pay attention to make accurate and detailed agreement on the basic information of the supply:

1) The description of the name (article name), model, and variety should be complete and standardized, do not use short names.

2) The specifications should specify the corresponding technical indicators, such as composition, content, purity, size, length, and thickness.

3) The color, such as red, yellow, and white, should be clearly stated.

4) The quantity to be supplied should be clear and accurate; the measurement unit should be standardized, and metric measurement is generally adopted.

2. Attention should be paid to clear agreement on the quality standards of the goods

As the seller, the enterprise shall make the quality standard and the buyer's agreement clear according to its own situation and the characteristics of the goods:

1) If referring to relevant national and industry standards, the name of the standard shall be clearly agreed upon.

2) If it is a reference to an enterprise standard, it should be noted that the enterprise standard should be filed according to law.

3) In the case of buying and selling by sample, both parties shall seal the sample and explain the quality of the sample.

4) If the two parties have special requirements for the quality of the goods, they should also be specified in the contract.

3. Attention should be paid to a clear agreement on payment methods

As a supplier, special attention should be paid in the sales contract to the buyer's payment time and amount (which should be clear whether it is tax-included). It is recommended to stipulate in the contract that the purchaser is required to pay a certain amount of advance payment or deposit (not more than 20% of the total contract amount) before the supplier delivers the goods, or it is agreed in the contract that the supplier will receive the full payment paid by the purchaser after payment goods.

4. Attention should be paid to a clear agreement on the time limit for quality inspection

In order to protect the reasonable interests of the supplier, the time for product inspection by the purchaser should be limited in the sales contract, that is, if the purchaser does not raise a quality issue within the specified time, it is deemed to be qualified. At the same time, in the sale of machinery and equipment, it is also recommended that the purchaser shall not use the product until the quality inspection (acceptance) is qualified, otherwise, it is deemed to be acceptable, and the supplier is no longer responsible for future quality problems.

5. Attention should be paid to clear agreement on liability for breach of contract

1) Responsibility for deferred payment: As a supplier, the contractor's liability for deferred payment should be clearly specified in the contract. At the same time, the buyer should be required to control the payment process and deadline of the payment according to the supply situation. In the case of delayed payment or difference payment, the liabilities for breach of contract shall be investigated as appropriate to reduce the risk.

2) The amount of liquidated damages should not be too high or too low. If it is too high, there may be a risk of being changed by the arbitration institution or the court. If it is too low, it will not be constrained to the buyer.

6. Other matters

According to the actual situation of the goods, the enterprise can clearly define the product packaging requirements, packaging recycling, transportation methods and expenses, loading and unloading responsibilities, conservative business secrets, jurisdiction of the litigation, etc., in order to reduce the risk of contract performance and to protect the seller as much as possible. Legal and reasonable interests.

The establishment of the sales contract management system is to facilitate the management of the enterprise and avoid the risks generated by the enterprise during the contract signing process. A sample sales contract management system is provided below for your reference.

Chapter 1 General

Article 1 This system is specifically formulated to clarify the approval authority of sales contracts, standardize the management of sales contracts, and avoid the risks of contract agreements.

Article 2 This system is in accordance with the Contract Law of the People's Republic of China ^[1]

Product sales contract

Party A:

Party B:

In order to protect the legitimate rights and interests of both parties, this contract is hereby concluded in accordance with the relevant laws and regulations of the country and in accordance with the principles of mutual benefit and common development, after full consultation between the two parties.

1. Party A authorizes Party B to be the exclusive distribution right of the product in the region, and Party A shall not engage in the sales of this product separately in the aforementioned channels.

Second, sales indicators

1. The market start-up period is three months (that is, ____year__month__ to ____year__month__day), and Party B shall pick up not less than the pieces.

2. After that, the monthly purchase amount is not less than the pieces, and the cumulative annual purchase amount is not less than the pieces.

3. When Party B completes the annual purchase target, Party A gives ____% of Party B's total purchase as a sales reward and returns it to Party B in the form of goods.

3. Supply price and payment method

1. Supply price: ___ yuan per piece.

2. Payment method

(1) In principle, cash delivery, that is, after Party B remits the payment to Party A's account, Party A will then deliver the goods.

(2) Party A may issue an invoice for Party B based on the settlement payment.

Fourth, delivery period, cargo transportation

1. Party B must notify Party A 10 days in advance for each delivery, and fax a valid delivery application form to Party A.

2. Less-than-expense railway or road freight from the goods to the distribution city of Party B shall be borne by Party A. If Party B needs other modes of transportation, Party B shall bear the cost of the less-than-truckload transportation.

3. If there is any damage or shortage during transportation, Party A will be responsible for replacement and supplementation according to the certification of the carrier. Party B shall be responsible for any damage and shortage caused by Party B in sales and warehousing.

4. Party B completes the acceptance within ___ hours of receiving the goods (that is, the arrival of the goods). If there is any problem during the acceptance, Party A shall be notified immediately. After the inspection by Party B, the receipt of the receipt shall be signed and sealed and faxed to Party A within ___ hours. Otherwise, it shall be deemed as the acceptance of the receipt.

V. Sales Price and Channel Management

1. This product implements the uniform national retail price policy. The retail price of each product is ____ yuan.

2. Distributors must not engage in improper price competition or directly reduce price dumping in any name.

(1) Party B guarantees that this product will be sold at a price no less than the retail price stipulated by Party A (except for discount promotions agreed by Party A).

(2) If Party B sells Party A's products below Party A's supply price during the distribution period, once verified, Party A will be compensated at 100% of the total payment for the month, and Party A has the right to cancel Party B's dealership. .

3. Without the written consent of Party A, Party B shall not sell the product across regions, and shall not be sold in any region other than the exclusive sales place agreed by Party A and Party B. Once verified, Party A will be compensated at 100% of the total payment, and Party B's Sole Distributor or Distributor Qualification (Sales referred to in this paragraph are large-scale public sales).

Advertising

1. Party B has the right to make suggestions on the content and release method of the advertisement, but the final determination right belongs to Party A.

2. Regional advertising and publicity expenses shall be borne solely by Party B.

3. According to Party B's sales demand, Party A will provide corresponding publicity materials at cost price. Party B is responsible for other supplies related to product sales.

7. Rights and obligations of both parties

1. Party A's rights

(1) Have the right to consult and know about Party B's operation and promotion activities.

(2) In the event of illegal sales by Party B, it has the right to view the accounts of Party B.

2. Party A's obligations

(1) There is an obligation to safeguard the legitimate rights and interests of Party B in accordance with the contract.

(2) After this contract becomes effective, Party A shall not sell this product in any other way or by any agency within Party B's sales channels without Party B's breach of this contract.

(3) Obligation to supply on time, guarantee the quality of the goods and provide business information.

(4) Have the obligation to provide Party B with the necessary documents for product sales.

(5) If there is a quality problem in the product, it is obliged to return it for free and bear the freight.

3. Party B's rights

(1) Party B has the right of independent operation and exclusive operation within the scope permitted by the contract.

(2) For Party A's violation of this contract, Party A's economic and legal liabilities can be directly investigated.

4. Obligations of Party B

(1) Party B has the responsibility to expand the market and establish a sound and effective sales network.

(2) Party B has the obligation to complete all relevant procedures for the listing of this product within 30 days after Party A provides the relevant procedures.

(3) Party B has the obligation to keep Party A's product technology, operating conditions, market expansion strategy, and price system confidential.

(4) Party B shall not resell other products similar to the functional ingredients of this product or constitute a competitive relationship

(5) Party B is obliged to properly handle local consumers' product quality and efficacy consultation and other related matters on behalf of Party A.

Termination of the contract

1. Party B's purchase volume does not reach a certain scale within half a year or one year, then Party A has the right to terminate this contract.

2. After the market start period ends, if Party A has not delivered the goods within 15 days after the agreed delivery period, Party B has the right to terminate this contract.

Relevant agreements after termination of contract

1. Party B shall continue to undertake the obligation of confidentiality in respect of Party A's business content (including but not limited to sales policies, price systems, etc.).

2. Party B shall return all documents, materials, power of attorney (including copies).

Ten, other

1. Neither Party A nor Party B shall terminate or breach the contract due to changes in the nature of the enterprise.

2. Party B shall affix the qualification documents (business license, health food business license, copy of legal person certificate, etc.) with the official seal when the contract is signed and submit it to Party A for archival filing.

3. When the contract is signed, Party B must pay a market performance bond of _____. After the contract expires, if Party B has no breach of contract, Party A will return the full amount of the bond to Party B (excluding interest).

4. When marketing starts a certain scale of advertising and standardized terminal sales management, Party A has the right to adjust the agency price and sales volume of the product accordingly according to the sharing of costs and responsibilities.

5, due to product quality issues can be returned and exchanged at any time.

6. Without the authorization of Party A, Party B shall not publish information related to this product on the Internet, and online sales are strictly prohibited.

11. Liability for breach of contract

Party A and Party B agree to all the terms of this contract. Any breach of contract shall be resolved in accordance with relevant national laws and regulations.

Twelve, force majeure

Force majeure refers to any event that cannot be foreseen, unavoidable and insurmountable, including natural disasters such as earthquakes, landslides, floods, typhoons, and similar events such as fires, explosions, wars, etc.

Contract number: Supplier:

place of signing:

Demand side:

Signing time:

In order to protect the legitimate rights and interests of both the supply and demand sides, in accordance with the relevant national laws and regulations, and in accordance with the principles of equality and fairness, the two parties have agreed to this agreement.

I. Product Name, Model, Manufacturer, Quantity, Amount, Delivery Time and Quantity Product Name Specifications Model Manufacturer Unit of Measurement Unit Price (Yuan) Total Amount (Yuan)

Second, the quality requirements of technical standards, suppliers are responsible for the quality of the terms and duration: ********* One year warranty, lifetime maintenance.

3. Delivery (delivery) place:

Fourth, the mode of transport and the port of arrival and cost burden: the car or train, the freight shall be borne by the buyer.

V. Reasonable loss and calculation method: None

Sixth, packaging standards, the supply and recovery of packaging costs each burden: carton packaging, packaging carton is not recycled.

VII. Acceptance standards, methods and deadlines for filing objections: Comply with *********, and file an objection within three days after arrival, otherwise it will be considered as qualified.

8. Settlement method and deadline: 100% of the payment shall be paid in advance, and the goods will be delivered after receipt.

9. If a guarantee is required, a separate contract guarantee is required as an attachment to this contract: the fax is valid.

X. Liability for breach of contract: The two parties will resolve the issue through friendly negotiation.

XI. The method of resolving contract disputes shall be selected by the parties from the following two methods agreed in the contract: (1) The disputes arising from the performance of this contract shall be resolved by the parties through negotiation. (2) Any disputes arising from the performance of this contract shall be settled by the parties through negotiation. If the negotiation fails, the people's court shall be sued in accordance with the law.

12. Other agreed matters

Supplier Unit Name:

Unit address:

Legal (representative) person:

Account bank:

account number:

telephone / fax:

Demanding party name:

Unit address:

Legal (representative) person:

Account bank:

account number:

Telephone / Fax: Sign (Notarization) opinion

Manager:

Date of signing (notarization) of the notarization authority (chapter) (Note: Unless otherwise stipulated by the state, Jian (notarization) confirms the voluntary principle

Validity Period: YYYY to YYYY

How to make a sales contract work for you:

Another part of total cost management involves sales contracts. Many small and medium-sized businesses do not intend to provide their customers with non-profit interruption periods that result in lost revenue and increased costs. You can use well-written sales contracts to eliminate those disruptions.

Usually, pricing is linear: the more you buy, the less you pay, and vice versa. However, fixed prices can dramatically change the above theorem and affect your bottom line. For example, if your customer typically orders 1,000 parts at one price, but he now chooses to buy 500 parts, you lose potential revenue. To make matters worse, if the price of the product rises while the customer's order decreases, the customer can continue to get discounted prices due to the fixed price contract, which will further reduce your profit.

Now we say that there has been a significant change in supply or demand. If a shortage of supplies causes the cost of selling goods to increase, but the sales contract prohibits this increased cost from being passed on to your customers, your operating income will decline. In addition, assuming a shift in demand, retailers have the opportunity to increase the market price paid by end users. If your sales contract doesn't allow you to make corresponding adjustments in wholesale prices, then you will let your income slip away.

These situations actually give your customers an opportunity to make a public call, allowing them and your competitors to grasp the changing market conditions that you cannot cope with. One way to eliminate public calls is to add something to your sales contract that allows prices to fluctuate based on order quantities or sharply fluctuating supply and demand curves. Another way to minimize risk and maximize returns is to negotiate some form of cost share or revenue share with your customers. This will allow you to transfer some of your expenses or get a percentage of your income above a certain threshold.