Guide complet pour l’élaboration d’un contrat commercial d’exportation automobile en Chine

Writing a contract for China’s automobile export trade involves several key components to ensure the terms and conditions are clear, complet, et juridiquement contraignante.

(Image: Contrat commercial d’exportation automobile de la Chine)

Here’s a step-by-step guide on how to write such a contract:

1. Titre et date: Start the contract with a clear title indicating that it’s an “Automobile Export Trade Contract.” Include the date when the contract is being drafted.
2. Parties Involved: Clearly identify the parties involved in the contract, including the exporter (seller) and the importer (buyer). Include their full legal names, Adresses, Coordonnées, and relevant company details.
3. Scope of Contract: Define the scope of the contract by describing the specific automobiles being exported. Include details such as the make, modèle, quantity, vehicle identification numbers (VINs), Couleurs, Spécifications, and any additional accessories or features.
4. Terms and Conditions: Outline the terms and conditions of the export trade. Include details about:
   • Prix: Specify the unit price and the total price for the automobiles. Clarify if taxes, customs duties, or other charges are included.
   • Payment Terms: Clearly state the agreed-upon payment method, whether it’s a letter of credit, advance payment, installment plan, or other terms.
   • Delivery Terms: Define the delivery method, transport, and shipping details, including the Incoterms (e.g., FOB, CIF) that apply.
   • Shipping and Transportation: Specify the mode of transportation, shipping schedule, and the party responsible for arranging and paying for transportation, assurance, and freight (le cas échéant).
   • Inspection and Acceptance: Clarify the process for inspection, contrôle qualité, and acceptance of the automobiles upon delivery.
   • Documentation: List the required documentation, such as commercial invoices, Connaissement, Liste de colisage, Certificats d’origine, and any other documents needed for customs clearance and compliance.
   • Export and Import Regulations: Outline any legal and regulatory requirements, licenses, permits, or certifications necessary for the export and import of the automobiles.
   • Title and Risk of Loss: Define when the title and risk of loss transfer from the seller to the buyer.
5. Quality and Warranty: Specify the quality standards that the automobiles must meet. Include any warranties provided by the seller regarding the condition, performance, and quality of the vehicles. Outline the process for addressing any defects or issues during the warranty period.
6. Force Majeure: Include a clause that addresses unforeseen circumstances or events beyond the control of either party that could prevent or delay the fulfillment of the contract. Define the actions to be taken in such situations.
7. Governing Law and Dispute Resolution: Indicate the governing law that will apply to the contract. Outline the process for resolving disputes, including whether arbitration, mediation, or litigation will be used and the jurisdiction where disputes will be settled.
8. Confidentiality: If necessary, include a confidentiality clause to protect sensitive information exchanged between the parties during the course of the trade.
9. Termination: Define the conditions under which the contract can be terminated, whether due to non-performance, breach of contract, or other reasons.
10. Signatures: Have authorized representatives from both parties sign and date the contract. This makes the contract legally binding.

Remember that contracts should be drafted with the assistance of legal professionals to ensure they comply with local laws, règlement, and best practices. Local legal and trade experts can provide invaluable guidance in creating a contract that protects the interests of both parties and minimizes potential risks.