The Export Sales Contract is a fundamental document for companies engaged in international trade from the Netherlands. It serves as the primary agreement between a Dutch seller and a foreign buyer, establishing their rights and obligations in cross-border transactions. This contract type is essential for compliance with Dutch law, EU regulations, and international trade conventions, particularly the CISG. It includes crucial provisions for risk allocation, delivery terms using Incoterms, payment mechanisms, and export documentation requirements. The document is designed to prevent disputes by clearly defining responsibilities and procedures while ensuring compliance with customs requirements, export controls, and other regulatory obligations. It's particularly important for transactions requiring specific documentation for customs clearance, quality certification, or export licenses.
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1. Parties: Identification of seller and buyer with full legal names, registration details, and addresses
2. Background: Context of the export arrangement and brief description of the business relationship
3. Definitions: Definitions of key terms used throughout the contract, including relevant Incoterms
4. Subject Matter: Detailed description of goods to be exported, including specifications, quantity, and quality standards
5. Price and Payment: Purchase price, currency, payment terms, method of payment, and banking details
6. Delivery Terms: Specified Incoterm, delivery location, timing, and transfer of risk
7. Export Documentation: Required documentation, certificates, and customs requirements
8. Quality Control: Inspection procedures, quality standards, and certification requirements
9. Title and Risk: Transfer of title and risk allocation between parties
10. Warranties: Product warranties and quality guarantees
11. Non-Conformity and Claims: Procedures for handling non-conforming goods and claim submission
12. Force Majeure: Circumstances excusing performance and related procedures
13. Governing Law and Jurisdiction: Specification of Dutch law and jurisdiction details
14. Termination: Grounds and procedures for contract termination
15. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Intellectual Property Rights: Include when goods involve patents, trademarks, or other IP rights
2. Confidentiality: Include when sensitive information will be exchanged
3. Insurance: Include when specific insurance requirements beyond standard coverage are needed
4. Export Licenses: Include for restricted goods requiring special export licenses
5. Bank Guarantees: Include when payment security instruments are required
6. Packaging Requirements: Include when specific packaging standards or requirements apply
7. After-Sales Service: Include when post-delivery support or maintenance is part of the agreement
8. Training and Support: Include when seller must provide training on product use
9. Compliance with Sanctions: Include when dealing with sensitive jurisdictions or products
1. Product Specifications: Detailed technical specifications of the goods
2. Price List: Detailed pricing information including any volume discounts
3. Delivery Schedule: Timeline for shipments if multiple deliveries are planned
4. Quality Standards: Specific quality requirements and testing procedures
5. Required Documentation: List of all required export/import documents
6. Inspection Procedures: Detailed procedures for product inspection and acceptance
7. Warranty Terms: Detailed warranty conditions and claim procedures
8. Bank Details: Complete banking information for payments
9. Authorized Representatives: List of authorized personnel for various contract functions
Relevant legal definitions
Agreement
Goods
Specifications
Delivery Date
Delivery Point
Effective Date
Force Majeure
Incoterms
Letter of Credit
Purchase Price
Quality Certificate
Shipment
Working Day
Acceptance Protocol
Applicable Law
Bill of Lading
Commercial Invoice
Confidential Information
Contract Period
Customs Documentation
Defect
Export License
Export Restrictions
Intellectual Property Rights
Material Adverse Change
Notice
Packing List
Payment Terms
Performance Bond
Product Certificate
Purchase Order
Quality Standards
Related Documents
Seller's Facility
Shipping Documents
Subsidiary
Technical Documentation
Territory
Trade Documents
Warranty Period
Goods
Specifications
Delivery Date
Delivery Point
Effective Date
Force Majeure
Incoterms
Letter of Credit
Purchase Price
Quality Certificate
Shipment
Working Day
Acceptance Protocol
Applicable Law
Bill of Lading
Commercial Invoice
Confidential Information
Contract Period
Customs Documentation
Defect
Export License
Export Restrictions
Intellectual Property Rights
Material Adverse Change
Notice
Packing List
Payment Terms
Performance Bond
Product Certificate
Purchase Order
Quality Standards
Related Documents
Seller's Facility
Shipping Documents
Subsidiary
Technical Documentation
Territory
Trade Documents
Warranty Period
Clauses
Sale and Purchase
Product Specifications
Price and Payment
Delivery
Title and Risk
Export Documentation
Export Compliance
Quality Control
Inspection and Testing
Warranties
Non-Conformity
Packaging and Labeling
Transport and Insurance
Force Majeure
Confidentiality
Intellectual Property
Documentation Requirements
Customs Clearance
Bank Guarantees
Letters of Credit
Remedies
Limitation of Liability
Indemnification
Term and Termination
Assignment
Notices
Amendments
Severability
Entire Agreement
Waiver
Governing Law
Dispute Resolution
Anti-Corruption
Sanctions Compliance
Data Protection
Insurance
Taxes and Duties
Subcontracting
Language
Counterparts
Product Specifications
Price and Payment
Delivery
Title and Risk
Export Documentation
Export Compliance
Quality Control
Inspection and Testing
Warranties
Non-Conformity
Packaging and Labeling
Transport and Insurance
Force Majeure
Confidentiality
Intellectual Property
Documentation Requirements
Customs Clearance
Bank Guarantees
Letters of Credit
Remedies
Limitation of Liability
Indemnification
Term and Termination
Assignment
Notices
Amendments
Severability
Entire Agreement
Waiver
Governing Law
Dispute Resolution
Anti-Corruption
Sanctions Compliance
Data Protection
Insurance
Taxes and Duties
Subcontracting
Language
Counterparts
Relevant Industries
Manufacturing
Agriculture and Food
Technology and Electronics
Automotive
Chemical and Pharmaceuticals
Textiles and Apparel
Industrial Equipment
Consumer Goods
Raw Materials
Energy and Resources
Medical Devices
Relevant Teams
Legal
International Sales
Export Operations
Compliance
Finance
Supply Chain
Logistics
Risk Management
Commercial Operations
Contract Administration
Relevant Roles
Export Manager
International Sales Director
Compliance Officer
Legal Counsel
Commercial Director
Supply Chain Manager
Trade Finance Manager
Customs Compliance Specialist
International Business Development Manager
Contract Administrator
Chief Financial Officer
Logistics Manager
Risk Manager
Operations Director
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