hnd国际贸易融资

1、sale agreement between buyer and sellerbuyersellercontract oragreementtwo important terms of sales agreementsellers undertaking to provide the goods to buyerbuyers undertaking to pay the price in returnall the other agreements and procedures commonlyused in intl trade result from the performance of

2、thisthe sales agreement other contracts involved in the international trade a carriage contract with carrier to transport goods from sellers country to buyers countrybuyersellercarriercontinuedto arrange shipmentcontinuedthe buyer arranges payment through bankbuyerarrange paymentthrough itsbanktrans

3、fer money orforeign exchange tosellers bankpay tosellerthe buyer arrange payment of foreign exchange through banking system to sellerform of export contractcontract of this kind is concluded on the basis of an informal exchange of message, e.g. - telephone conversation - fax - e-mail - letters, etc.

4、 often, exporter sends importer a proforma invoice indicating details of the goods and unit prices before the conclusioncontract of sale the buyer and seller must agree on the goods to be sold and the price to be paid and which court or arbitration system has jurisdiction to hear any claims in the e

5、vent of a dispute how the goods are to be delivered the method of payment the time period for deliverylaw and dispute applying the law of the country most closely connected with the contract trade term applicable to contract indicates there is no international law of trade- the point where risk tran

6、sfers from seller to buyer- the point where charges transfer from seller to buyer- the point where responsibility of organizing transportation transfers from seller to buyer the most common method of covering most of these terms is by incorporating international commercial terms(incoterms) or trade

7、terms. trade terms are the contract clauses that specify: - who is responsible for organizing transport ?selleror buyercarrieronly those with transporting vehicle could be named “carrier” - who is to insure the goods in transit ?seller go to buy transport insurance atinsurance companyorbuyergenerall

8、y speaking, the party with lower insurance price would take over the work. - who bears the risk of loss or damage to goods?crash !who should go to insurance company to claimfor the damage?seller orbuyerclaiminsurance companyclaimso, we need a point of place for risk transfer.it may be;sellers premis

9、esport of loadingthe rail of ship at port of loadingon deck of ship at port of dischargeat the front of two countriesetc.this point is the boundary of duty. if goods are damaged on sellers side, seller is responsible for claiming loss at insurance company. if it is on buyers side, it is buyers duty

10、to do so. where is the place at which seller hands goods over to buyer?buyertake up goods atsellers premisesbuyertake up goods atport of loadingbuyertake up goods on the ship of port of loadingbuyertake up goods on the ship of port of dischargeetc.how is the transportation cost shared betweenseller

11、and buyer?seller is in charge ofdelivering the goodson deck of ship at port of loadingseller is in charge ofdelivering the goodsbuyers premisesseller pays for loading truck, carriage fee to to port of loading, export clearance, harbor charges and loading goods onto ship.seller pays for all the charg

12、es incurred in the delivery, including carriage fees within exporting country, harbor and customs clearance charges of both importing and exporting country, loading and unloading charges, insurance premium and carriage fees within buyers country, etc.seller is in charge ofdelivering the goodsto the

13、front of two countriesseller is in charge ofdelivering the goodson deck of ship at port of dischargesellers delivery cost includes carrying goods to the front of the country, customs clearance in exporting country and insurance within exporting country,etc.sellers delivery cost includes transporting

14、 goods to importing country (excluding unloading cost), insurance concerned and customs clearance in exporting country,etc.those not mentioned should be borne by buyer.lets summarize.the incoterms makes stipulations on the followings:1. the point of place at which charges transfer from seller to buy

15、er.2. the point of place at which risk transfer from seller to buyer.3. the point of place at which seller deliver goods to buyer and buyer organizes transportation for next part of journey.they are concerning with delivery of goods fromseller to buyer. incoterms tells us about them.incotermsthree l

16、etters abbreviation simplifies negotiation processsame understandingof the contentsincoterms published by icc is most authoritative, the standard explanationgives legal effect to incoterms by incorporating them insales agreementshould refer to the full effect of incoterms1990 or 2000, icc publicatio

17、nthere are currently 13 incoterms in use and they are categorised in four groups, designated by the first letter of the term (acronym), as follows:group e - departuregroup f - main carriage not paid by sellergroup c - main carriage paid by sellergroup d - arrivalgroup e - departureunder exw the sell

18、er minimizes the risk by only making the goods available at his own premises.exw ex works (. named place)exw represents sellers minimum involvement and the maximum involvement of the buyer in the arrangement of the transportation of the goods from sellers premises (factory, warehouse etc.) table 1.

19、obligations under the exw term (b = buyer) bmain carriage/freight bloading to the main carrier and port charges b payment of customs charges and taxes in china b export customs clearance binland freight in china; delivery to the carrier or frontier bcargo (marine) insurance suppose, china is exporte

20、r bother costs and risks in buyers country binland freight in buyers country bpayment of customs duties and taxes in buyers country bcustoms clearance in buyers country bunloading from the main carrier and port chargeswhen exw is used, you should remember that:the export of the goods is not guarante

21、ed andthe buyer may, for example, keep the goods in china and/or re-sell it to a third party. 货物可能不运出中国货物可能不运出中国the actual point of manufacture might well varyfrom the place where seller operate sellerscommercial undertaking. it is common that seller would load the goods on a truck without charging

22、a loading fee, although under exw the buyer is responsible for the loading costs.group f - main carriage not paid by sellerunder f terms the seller arranges and pays for the pre-carriage in the country of export.fca - free carrier交货承运人交货承运人 (.named place) fca requires seller to take responsibility f

23、or all risks and costs until the goods are delivered to the named place and collected by the carrier nominated by the buyer. under fca seller are responsible for the export customs clearance.under fca the carrier may be responsible forcollecting the goods from sellers premises or seller may be respo

24、nsible for delivering goods to the carrier, dependent on agreed conditions. if sellers premises are the “named place”, sellermust load the goods onto the truck; otherwise, the buyer is responsible for loading the goods. fas - free alongside ship (.named port of shipment)装运港装运港under fas (formerly kno

25、wn as fow free on wharf (incoterms 1990), seller must deliver the goods to the named port and place them alongside the ship. seller are responsible for the export customsclearance and the buyer - for loading the goods onto the vessel. fob - free on board (.named port of shipment)fob is one of the mo

26、st common terms used in international trade. under fob seller are responsible for delivering goods to the named port, export customs clearance and loading them onto the vessel.in incoterms the point of transfer of responsibilityunder fob is described as the point “when the goods pass the ships rail”

27、 (table 6). literally, that means that if during the loading ontothe ship, the goods would fall on the wharf or into the water, seller are responsible for losses, but if the goods fall on the deck of the ship, the losses are the buyers responsibility. table 2. obligations under the f terms (s= selle

28、r, b = buyer)(next page)fcafasfobinland freight in china; delivery to the carrier or frontier s s sexport customs clearance s s spayment of customs charges and taxes in china s s sloading to the main carrier and port charges s b smain carriage/freight b b bcargo (marine) insurance b b bunloading fro

29、m the main carrier and port charges b b bcustoms clearance in buyers country b b bpaying customs duties/ taxes in buyers country b b binland freight in buyers country b b bother costs and risks in buyers country b b bwhen f terms are used, seller should rememberthat:fas and fob are mono-modal terms

30、and can only be used when the main carriage is by sea freight (table 5). 单一运输方式术语，只能用于海运单一运输方式术语，只能用于海运the term “fob canberra”, meaning the delivery of the goods on board the plane, is incorrect. under fob seller are responsible for handling, loading, stowage and other port charges, whileunder fca,

31、these charges are for the buyers account. group c - main carriage paid by sellerunder c terms the seller arranges and pays forthe main carriage but without assuming the risk of the main carriage. 不承担货物损失主要风险不承担货物损失主要风险cfr - cost and freight (.named port of destination)海运海运cfr is formerly known as c&

32、amp;f and/or caf (incoterms 1990). under cfr, seller are responsible for export customs clearance, delivering the goods to the named port of destination and unloading goods from the ship, including all port charges.出口报关出口报关主要运输费用，卸货费，所有的港口费用主要运输费用，卸货费，所有的港口费用cif - cost, insurance and freight (.named

33、 port of destination)海运海运cif is very similar to cfr with the addition of insurance to sellers responsibilities.卖方负责运输保险卖方负责运输保险cpt - carriage paid to (.named place of destination)不仅仅限制海运不仅仅限制海运cpt represents sellers responsibilities to deliver the goods to any place nominated by the buyerin the coun

34、try of destination. 买方国内指定地点买方国内指定地点although seller is responsible for inland freight inthe buyers country, the buyer is responsible forthe import customs clearance and all duties, taxesand other costs in the country of destination. 高速费用高速费用卖方负责买方国国内运输，但是买方需要负责进口报关，卖方负责买方国国内运输，但是买方需要负责进口报关，关税，税收，与其他

35、成本关税，税收，与其他成本cip - carriage & insurance paid to (.named place of destination)cip is very similar to cpt with the addition of insurance to your responsibilities.seller负责货物运输保险负责货物运输保险table 3. obligations under the c terms (s = seller, b = buyer)cfrcif cpt cipinland freight in china; delivery to c

36、arrier / frontier s s s sexport customs clearance s s s spayment of customs charges and taxes in china s s s sloading to the main carrier and port charges s s s smain carriage/freight 主要运输费用主要运输费用 s s s scargo (marine) insurance 货物保险货物保险 b s b sunloading from the main carrier and port charges b b b

37、bcustoms clearance in buyers country b b b b payment of customs duty/tax in buyers country b b b binland freight in buyers country 买方国的内陆运输买方国的内陆运输 b b s sother costs and risks in buyers country b b b bcfr and cif are mono-modal terms and can only be used when the main carriage is by sea freight仅能海运

38、仅能海运it is a common mistake when, under these terms, the place located in a middle of continent is named as a port of destination. terms “cfr vienna” and/or “cif moscow” are incorrect terms. 错误错填内陆城市错误错填内陆城市cif and cip are the only two terms, under which seller is compulsorily responsible for insuran

39、ce.卖方负责承担运输保险卖方负责承担运输保险 under all other terms, buyer considers insurance as an optional responsibility. c terms are quite different from other incoterms. they are the only terms when the point of transferring costs responsibilities and the point of transferring risks are segregated. c组费用转移点与风险转移点不同组

40、费用转移点与风险转移点不同in other words, although seller is responsible for costs until the goods arrive to the named port or place of destination, the risks shift to the buyer at the port of loading or even earlier, when the goods are delivered to the carrier (table 6). cptcip运输转移风险运输转移风险if it was agreed that

41、the carrier is collecting the goods from sellers premises then risks transfer to the buyer at that point.卖方工厂装货，风险转移点是卖方卖方工厂装货，风险转移点是卖方工厂工厂from these perspectives, the c terms are much more beneficial for seller than for buyer, as seller select the carrier and control the costs and timing of the mai

42、n carriage without undertaking any risks, while the buyer takes all risks for a period of main carriage during which buyer has no means of controlling or limiting those risks. c组对卖方更有力，因为卖方负责挑选承运人，并且可以组对卖方更有力，因为卖方负责挑选承运人，并且可以控制成本与运输时间，同时不承担任何风险，相反，控制成本与运输时间，同时不承担任何风险，相反，买方负责主要运输期间的所有风险，同时无法控制运输时间买方负

43、责主要运输期间的所有风险，同时无法控制运输时间以及相关风险承运人卖方以及相关风险承运人卖方group d arrival目的国交货目的国交货under d terms the sellers cost/risk is maximised because he must take the goods available upon arrival at the agreed destination.卖方风险最大，成本高卖方风险最大，成本高daf - delivered at frontier (.named place)daf is a mono-modal (land only) term.边境

44、交货陆运边境交货陆运des - delivered ex ship (.named port of destination)目的港船上交货只能海运目的港船上交货只能海运des by meaning and costs responsibilities involved is very similar to cfr. 卖方费用承担与卖方费用承担与cfr相似相似however, unlike cfr, under des seller undertakes all risks until the goods arrive at the named port of destination.买方承担到

45、港前所有风险买方承担到港前所有风险deq - delivered ex quay (.named port of destination)目的港码头交货目的港码头交货under deq, seller must not only deliver goods to the named port of destination, but also unload them and place on the wharf (quay).卸货卖方负责运输到港口卸货卖方负责运输到港口ddu - delivered duty unpaid (.named place of destination)未完税交货未完

46、税交货ddu by meaning and costs responsibilities involved is very similar to cpt. similar to the comparison between des and cfr, under ddu seller carry out all risks until goods arrive at the named place of destination.交到目的地的所有交到目的地的所有ddp - delivered duty paid (.named place of destination)完税后交货完税后交货unde

47、r ddp seller is responsible for all costs and risks involved in delivering the goods to a named place of destination, import customs clearance and other payments of domestic duties in the buyers country. 同时同时seller承担买方国内关税报关承担买方国内关税报关literally, seller provides “door-to-door” delivery and bear the en

48、tire risk of loss until goods are delivered to buyers premises.desdeqdduddpinland freight in china; delivery to carrier/ frontier s s s sexport customs clearance s s s spayment of customs charges and taxes in china s s s sloading to the main carrier and port charges s s s smain carriage/freight s s

49、s scargo (marine) insurance b b s sunloading from the main carrier and port charges b s s scustoms clearance in buyers country b b b spayment of customs duties and taxes in buyers country b b b sinland freight in buyers country b b s sother costs and risks in buyers country b b s sdes and deq are mo

50、no-modal terms and can only be used when the main carriage is by sea freight . applicable incoterms in different modes of transportationcertain incoterms are multi-modal and others are restricted to moves where the main carriage is by sea or land transport only . a common mistake in trade negotiatio

51、ns is selecting the incoterm, which is inappropriate for the agreed mean of transport. the terms must be used for the correct form of transport if they are to offer any protection to you or to the buyer. applicable incoterms in different modes of transportation（next page)适用于不同运输方式的贸易术语适用于不同运输方式的贸易术语

52、by air by road by rail by sea exw yes yes yes yesfca yes yes yes yesfas yesfob yescfr yescif yescpt yes yes yes yescip yes yes yes yesdaf yes yesdes yesdeq yesddu yes yes yes yesddp yes yes yes yestransfer of risksincoterms not only describe seller and buyers obligations and specify the point when t

53、he responsibilities for the transportation costs shift from seller to buyer, but also nominate the point when the risks associated with transportation transfer from seller to the buyer (table 6). this is one of the most important issues you have to remember when negotiating incoterms. table 6. trans

54、fer of risksexwwhen the goods are at the disposal of the buyerfcawhen goods delivered to carrier at the named placefaswhen the goods have been placed alongside the shipfobwhen the goods pass the ships railcfrwhen the goods pass the ships railcifwhen the goods pass the ships railcptwhen the goods hav

55、e been delivered to the carriercipwhen the goods have been delivered to the carrierdafwhen the goods have been delivered to the carrierdeswhen goods are placed at the disposal of buyer on board the shipdeqwhen goods are placed at the disposal of buyer on the quaydduwhen the goods are placed at the d

56、isposal of the buyer ddpwhen the goods are placed at the disposal of the buyer selecting the incoterm in trade negotiation, documentation, contracts, etc., all incoterms must be expressed by the appropriate three-letter code and include the naming of a physical place of handover. you should also use

57、 the expression “incoterms 2000” to conclude the term, thereby clearly indicating incoterms 2000 as the source of reference for definition. e.g. usd100 per ton “cif hamburg incoterms 2000”.three components“incoterms will not apply unless incorporated intothe trade contract by clearly specifying that

58、 the contract is governed by incoterms 2000”.incoterms may be added to or modified so as to incorporate your and the buyer specific needs, provided that such modification does not contradict the basic incoterm itself. fob stowed 卖方理仓 cfr ex ships hold cfr liner terms cfr landed卖方卸货费用 cif liner terms

59、 cif float，海运途中完成etc.for example, if in addition to the exw, it was agreed that you are responsible for loading the goods on the truck, you should include the following wording in the contract “exw mildura loaded on truck incoterms 2000”.it is very important to consider all aspects, including obliga

60、tions, transfer of costs and transfer of risks, when negotiating the incoterms. terms cfr and des, for example, have the same point of transfer of costs. however, risks under cfr transfer to the buyer when goods pass the ships rail in the port of loading, and under des when goods are placed at the disposal of