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Conditions of sale

When exporters sell to a distributor or an original equipment manufacturer (OEM) they may need to draw up a sales contract or specify conditions of sale. Other names include conditions of contract or sale, terms of trade or terms and conditions.

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Issues to be considered when establishing conditions of sale include:

Purpose – will they be used as a quotation, sales confirmation, on the back of an invoice, a credit application or as a stand-alone document

Price – specify if the price includes taxes, freight, shipping insurance, installation and allow for price changes

Payment terms

Ordering – including delivery dates and procedures around changes, delays and cancellations

Exclusions – specify any parts or accessories not included in the purchase price

Installation, commissioning and testing

Shipping terms

Sales tax and GST

Inspection of goods on receipt – damage claims are usually filed within 7 days

Return of goods – specify a procedure

Insurance and liability

Warranty

Other issues that may be relevant include protection of intellectual property, storage specifications, severability and stating the legal system that will govern the contract.

Each company will face different issues. Think about the things that could go wrong and get input from marketing, operational and financial executives before finalising your conditions of sale.

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