UNIVERSITY OF FINANCE – MARKETING
FACULTY OF COMMERCE
−🙠🕮🙢−
GROUP ASSIGNMENT
COURSE: INTERNATIONAL TRADE EXCHANGE
Group Leader’s Name: Dương Nhã Quyên – 2221001060
Class Code: 2511910019401
Lecturer: Ph.D Mai Xuân Đào
Ho Chi Minh City – 2025
UNIVERSITY OF FINANCE – MARKETING
FACULTY OF COMMERCE
−🙠🕮🙢−
GROUP ASSIGNMENT
COURSE: INTERNATIONAL TRADE EXCHANGE
Student Name: Dương Nhã Quyên – 2221001060
Nguyễn Trung Nhân – 2221001215
Cao Thị Quỳnh Ngân – 2221002839
Nguyễn Thị Xuân Phương – 2221002847
Lê Bảo Nguyên – 2221002840
Nguyễn Cao Gia Thịnh – 2221002852
Class Code: 2511910019401
Lecturer: Ph.D Mai Xuân Đào
Ho Chi Minh City – 2025
Table of Contents
1. CONTRACT ANALYSIS...........................................................................................................1
2. CONTRACT REMAKE..............................................................................................................2
3. CONTRACT PERFORMANCE.................................................................................................5
1. CONTRACT ANALYSIS
In general, this contract have met some basic requirements of a sales contract,
and as an exporter, this contract seems to more beneficial to us than the importer.
However, as an exporter in Vietnam, to make the contract clearer, most beneficial to
the Vietnamese exporter, and avoid future disputes, the recommendations bellow are
presented:
Introduction section:
- In the introduction section, the information telephone number or fax of the
buyer should be presented. Plus, both sides should show their represented
people on the contract.
Terms and Conditions:
- COMMODITY, QUANTITY, PRICE: should be divided into 3 different
articles to make the contract more concise. In COMMODITY article, the
origin should be inserted.
- PACKING AND MARKINGS: more information about specific regulations
should be provided.
- SHIPMENT: the information of Partial shipment, Transshipment, Inspection,
Notice of Shipment should be inserted. Moreover, the date of shipment should
be clearer.
- PAYMENT: documents required should be in this article, not a separate
article. Specific requirements about the documents should also be indicated.
- There should be a PENALTY and a CLAIM article in this contract.
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2. CONTRACT REMAKE
SALES CONTRACT
No: 02/KSAL /03102023
Date: 03rd October, 2023
THE SELLER: KHUE STAR IMPORT EXPORT TRADING CO.,LTD
Address: No.180/15, Nguyen Huu Canh Street, Ward 22, Binh Thanh District, HCMC,
Vietnam
Telephone: (+84) 283 9290455 Fax: 8261003
Represented by: Mr. Nguyen Van Minh, Sales Director
THE BUYER: ALKAY
Address: 96 J1 Sunflower scheme, Johar town, Lahore, Pakistan.
Telephone: (+92) 32 76865387 Fax: 7836992
Represented by: Ms. Aliszkar Julimorganz, Procurement Manager
The Buyer agrees to buy and the Seller agrees to sell on the following conditions:
1. COMMODITY: Vietnam Cassia Leaf
2. SPECIFICATIONS:
- Origin: 100% Vietnam Cinnamon leaf
- Admixture: 1% Max.
- Moisture: 13.5% Max.
- Colour: Green Colour, leaves are not damaged and dark, discolored and not
moldy, no branches
- New crop, There is no sand and soil with rocks
3. QUANTITY: 117 MT
4. PRICE:
- Unit price: USD 400/MT FOB Hai Phong Port, Vietnam (Incoterms® 2020)
- Total Amount: 6,800 USD
- Say: Six thousand and eight hundred United States dollars only.
5. PACKING AND MARKINGS: Goods packed in PP bags 25kgs. To be strong and
suitable for export and able to withstand ordinary wear and tear to the port of
destination. Shipping mark:
○ Cassia Leaf
○ Made in Vietnam
○ Net weight: 25 kgs
○ Gross weight: 25.150 kgs
○ USE NO HOOKS
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6. SHIPMENT:
- Time of shipment: Loading occurs in October 2023
- Port of loading: Hai Phong Port, Vietnam.
- Partial shipment: Not allowed.
- Transshipment: Not allowed.
- Inspection: Shipped weight and quality at the port of loading to be final.
- Notice of Shipment:
One (1) day before the sailing date of carrying vessel to Hai Phong,
Vietnam, the Buyer shall notify by cable or fax to the Seller the
following information:
Name and Nationality of the Vessel
ETD, ETA
Within 1 day after date of B/L, the Seller shall notify by cable or fax to
the Buyer the following information:
Name of the vessel
B/L number
Commodity, Quantity and quality of goods.
.
7. PAYMENT:
50% will be deposited after signing the contract in 3 days and the remaining 50% of
the total value will be paid by DP at sight.
Beneficiary: CONG TY TNHH THUONG MAI XUAT NHAP KHAU SAO KHUE
Account No: 0071371219993
Bank’s name: Joint Stock Commercial Bank for Foreign Trade of Vietnam – Ho Chi
Minh Branch
Bank’s address: Vietcombank Tower, No. 5, Me Linh Square, Ben Nghe Ward, District
1, Ho Chi Minh City
SWIFT code: BFTVVNVX
Banking charge: All expenses and charges relating to payment inside Vietnam are for
seller’s account. All banking charges outside Vietnam are for buyer’s account.
Documents Required:
- Signed Commercial Invoice issued by the Seller in triplicate.
- 1 original and 1 copy of Certificates of Origin issued by an Authorized
Authority.
- 3 originals of Packing list by the Seller
- 3 originals and 2 coppies of clean Bill of Lading (B/L) on board marked
freight collect.
- 1 original and 1 copy of Phytosanitary Certificate by an Authorized Authority.
- 1 original and 1 copy of Certificate of Fumigation by an Authorized Authority.
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8. FORCE MAJEURE:
The Buyer or Seller shall not be responsible for any delay, failure, or loss resulting
from causes beyond their control due to act of God, Act of War, War insurrection, fire,
explosion, floods, strikes, riots, civil commotion, natural disasters, compliance with any
valid laws, rules or regulations, or acts of any other cause beyond the Buyer’s or Seller’s
control. Such performance will be extended by thirty (30) days. The event causing the
force majeure lasts more than thirty (30) days, this contract automatically cancelled
(unless otherwise agreed by both parties) without penalty to either party. Any party
involving force majeure shall notify in writing to the other party within forty-eight (48)
hours of occurrence of the force majeure together with a certificate issued by an official
entity of the country affected by force majeure.
9. CLAIM:
The buyer has the right to make claim to the Seller quantity, quality by the written
form according to the Inspection Certificate of SGS within 30 days after receive the
goods. Claim will be settled within 30 days from the day of receipt of the claim.
10. ARBITRATION:
In case any dispute arising from or in connection with this contract, both parties
shall settle the dispute through amicable negotiation. If the parties cannot reach an
agreement within sixty (60) days, the dispute shall be settled by the International Trade
Arbitration board of Vietnam Chamber of Commerce and Industry (VCCI) pursuant to
provisional rules of arbitration procedures in Vietnam. The award is final and binding
upon the parties. The arbitration costs shall be borne by the losing party.
11. PENALTY:
Cancellation this contract is not acceptable. If the Seller or Buyer wants to cancel
this contract, 3% of total contract value will be charged as penalty to that party.
12. VALIDITY:
- This contract shall be valid from the date of the contract, provided that the
seller receives a countersigned copy of this contract from the buyer within five
(5) working days from the above-stated date, and shall continue in full force
and effect until 31 December, 2023, or after seven (07) days from the date on
which both parties fulfill their contractual obligations without any dispute.
- This contract is made into two (02) copies in English, one (01) copy for each
party and will be effective from the signing date.
SIGNATURE OF THE BUYER SIGNATURE OF THE SELLER
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3. CONTRACT PERFORMANCE
This is an export contract of Vietnam, so the below steps are the contract’s
performance:
Initial work related to payment:
After signing the contract, the seller (KHUE STAR IMPORT EXPORT
TRADING CO., LTD) will remind the buyer (ALKAY) to deposit 50% within 3 days.
For the remaining 50%, the Seller will need to present the agreed documents through
the DP (Documents against Payment) mechanism at sight to receive the payment
Goods preparation:
This exporter is are an export-import trader. Therefore, it will check the situation
of preparing products from suppliers. Also, it will check and follow up the packing
condition and delivery date of the goods. KHUE STAR IMPORT EXPORT
TRADING CO.,LTD, is responsible for ensuring that the procured Cassia Leaf meets
these exact specifications. They must also ensure the quantity is 117 MT. The goods
need to be packed in PP bags of 25kgs, suitable for export and able to withstand
ordinary wear and tear to the port of destination, with specific shipping marks.
Pre-shipment inspection:
The contract states, "Shipped weight and quality at the port of loading to be
final". While not explicitly mentioning a formal pre-shipment inspection by a third
party, the seller should conduct its own internal quality checks to ensure compliance
with the contract terms before loading at Hai Phong Port.
Custom Clearance:
As the contract is FOB Hai Phong Port (Incoterms® 2020), this seller is
responsible for clearing the goods for export. This involves:
- Declaring the goods to customs after they are gathered at the place
informed by the customs declarant, no later than 04 hours prior to the
departure of the vessel.
- Submitting the necessary customs documents. For export in yellow or red
flow, these typically include the export declaration sheet, export license (if
required), and a notice of exemption from inspection or inspection result
from a specialized agency (if applicable).
- Sending the goods for physical inspection if required by customs.
- Fulfilling other customs requirements as per Vietnamese law.
Arranging Carriage:
Under FOB terms, the buyer, ALKAY, is responsible for arranging and paying
for the main carriage from Hai Phong Port, Vietnam. However, the seller needs to
cooperate with the buyer or their nominated carrier regarding the loading of the goods
onto the vessel at the named port of shipment. The seller should also be prepared to
provide necessary information to the buyer for their shipping arrangements.
Cargo insurance:
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As per FOB Incoterms 2020, the seller is not obligated to arrange or pay for
cargo insurance. This is the buyer's responsibility.
Making Delivery:
First, the Seller will create a cargo list detailing the Cassia Leaf being shipped.
Second, the Seller will provide the booking note to the Carrier’s Agent.
Third, goods will then be delivered to the Container Yard (CY) at Hai Phong
Port.
Fourth, the Seller will issue an order to deliver the container to the designated
location at the port.
Fifth, the Seller will receive shipment documents from container-yard authority.
Finally, once the shipment is loaded onto the vessel, the Carrier’s agent will
arrange for the issuance of the Bill of Lading (B/L).
Setting up payment documents:
The seller is responsible for preparing and presenting the documents required for
payment as specified in the contract:
- Signed Commercial Invoice in triplicate.
- 1 original and 1 copy of Certificates of Origin issued by an Authorized
Authority.
- 3 originals of Packing list by the Seller.
- 3 originals and 2 copies of clean Bill of Lading (B/L) on board marked
"FREIGHT COLLECT".
- 1 original and 1 copy of Phytosanitary Certificate by an Authorized
Authority.
- 1 original and 1 copy of Certificate of Fumigation by an Authorized
Authority.
These documents will be presented through the DP at sight mechanism for the
remaining 50% payment.
Claim (if any):
If the buyer makes any claims regarding quantity or quality based on the SGS
Inspection Certificate within 30 days after receiving the goods, the seller is obligated
to settle the claim within 30 days of receipt.
Contract liquidation:
After fulfilling all contractual obligations, including delivery of goods and
receipt of final payment, the seller should consider the contract as liquidated. The
contract remains in full force and effect until December 31, 2023, or seven days after
both parties fulfill their obligations without dispute.
