由史蒂文· Chow

(3)价格或报酬
析因在RMB (中国元)的迅速欣赏反对USD和其他主要外币，当您谈判价格和合同时。 货币汇率应该根据中国银行提供的货币汇率图(BOC)。  我写文章关于怎样与供应商最近谈判一个更好的价格，请继续检查。

(4)期限、表现地方和方法
给一个具体期限，装货港口(坏例子： 中国在北部端起，运输价格从大连，并且广州在南部对日本口岸是显着不同的)，交付的目的地在合同。  表明部份发货是否允许或被允许。

仔细地使条目有活力，以便它不能不同地被解释。

(5)责任为合同违约
设置一个清楚的责任为合同违约。 Have a close look at the chapter of Liability for Breach of Contracts in contract law of People’s Republic of China, don’t make your clauses null and void by ignoring the provisions on the contract law.

Especially, make sure you have understand and make full use of article 113, 114, 115, 116. For those who haven’t signed a purchase contract but the suppliers have violate the contract materially after you send the deposit and those who have sign a contract but haven’t set up any clause on liability on breach of contract. Look at article 115:

Article 115 The parties may agree that a party pay a deposit to the other party as a guaranty for the obligation in accordance with the Security Law of the People’s Republic of China. Upon the obligor has performed its obligation, the deposit shall be offset against the price or refunded to the obligor. If the party paying the deposit fails to perform its obligations under the contract, such party has no right to demand for the return of the deposit; where the party accepting the deposit fails to perform its obligations under the contract, such party shall refund twice the value of the deposit.

Yes, you are entitled to be compensated for twice the amount of the deposit even though you haven’t sign a contract. Of course, I mean when Chinese law is applied in your case.

Steven Chow, Managing Director for the China Inspection Company Chinawhy.net

This is the second part of “How to negotiate a purchase contract with Chinese supplier properly?”, next week we will publish the third and final part. Here you can find part 1.