Contratos Internacionales

Jaime Ignacio Cervantes Castellanos

Maria Guadalupe Papacetzi Andrade

Actividad 10
16 de marzo de 2023
Universidad tecmilenio
 Actividad
1. Look for a basic format for a contract of sale of goods

Sales Contract

The contract of sale is concluded between the

is ○○○○ (Buyer) and ○○○○○ (Seller).

(Seller), dated ________________.

This Purchase and Sale Agreement is entered into on the ________________ day of
____________________, ________________, by and between

This Purchase and Sale Agreement is entered into by and between the parties on the ____
day of ____________________, ________________, ________________.

________________________________, as seller, and

______________________________________, as purchaser, for the following property

The following property is entered into pursuant to

Background and Representations

1. 1. DESCRIPTION OF PROPERTY Seller declares itself to be the sole and lawful

declares that Seller is the sole and legal owner of the property located at

The sole and legal owner of the land on which the Property is built (the "Property").

the land on which the Property is built (the "Property"), which is ＿＿＿＿ square meters of
land and ＿＿＿＿ square meters of

square meters, the dimensions and boundaries of which are set forth in the attached deed.

described in the deed attached hereto as Annex 1.

2. Ownership of the Property The Seller declares that the Property was legally acquired by
the following legal action

It was acquired by the legal acts described in Annex 1 to this document.

By the legal acts described in Annex 1, the acquisition was made in full, without any security,
restriction, effect or possession, and without any restrictions of any kind on title.

There are no restrictions of any kind. 3.

3. LAND USE Seller represents that the use of the land on which the Property is located is
[residential land].

The use of the land on which the Property is located is [residential land].

4. property, potable water and electricity. Seller declares as follows

The property is free and clear of property taxes paid and owed.

Seller declares that the property has paid property taxes and has no debt. This is consistent
with the current year's property tax payment receipts and certification that no property
taxes are owed. This will be added to the corresponding deed addendum. In addition,
declare that the following have been paid in a timely manner

5. payment of consumption charges related to potable water and electricity.

5. the absence of collateral. Seller declares that there are no encumbrances to be paid.

Seller declares that there are no mortgages, liens, or legal actions to be paid that in any way
question or restrict Seller's ownership and/or possession of the property.

Seller's title and/or possession of the property is also free from any bankruptcy proceeding,
suit, succession proceeding or lien of any kind against Seller, or any judicial or administrative
proceeding against Seller that may affect the property.

7. that there are no goods and easements. Seller declares that there are no

Seller declares that the Property and the land on which the Property is located do not
constitute an easement and/or bond and/or right of way over the

Property and the land upon which it is located and, therefore, no third party may claim or
demand possession of the Property ....... Further, Seller declares that it has not entered into
any form of contract, oral or written, nor has it granted any option to purchase or any
preferential right of assignment, allotment, or sale that would in any way restrict its right to
freely dispose of the Property.

8. BUYER BUYER declares that. Buyer declares knowledge of and interest in

to obtain and receive consideration for the

performance and precedent in this Agreement and has the legal and financial ability to
perform his/her obligations under this Agreement.

obligations set forth in this Agreement. including the payment of the Purchase Price
(as defined below). are listed below.

Terms.

First: Purpose. Seller hereby sells and delivers, without any

reservation, nor is there any warranty, validity and/or limitation on the

domain, property, use and enjoyment, in all payments, on the latest

obligation to pay taxes, electricity and water usage. With respect to the drinking water

The Property and the land on which the Property is located, in favor of the Purchaser, which

conveyance includes all uses, easements, conveyances, permits

construction, and all other factual and legal dealings.

the Property and the land on which the Property is located. The parties agree to the
following.

Since they are sold under the AdCorps model, this does not affect their prices.

fluctuations in sales prices.

Second, SECOND. price.

The price agreed between the buyer and the seller for the transfer of

ownership of the Property, the land on which it is located, and any other rights

entrusted for Buyer in this contract is $.

_______________ (__ pesos, national currency) ('Sale

Price').

Third, Method of Payment.

Third, Method of Payment.

Buyer shall pay the Purchase Price to Seller in the following manner

Payment to. On the date of signing this Agreement, you will pay the amount of $.

_______________ (__ pesos, national currency). This Agreement

shall serve as a receipt for the above amount and shall constitute the broadest agreement
legal settlement has been reached for such amount and Seller has been fully and
completely paid for such amount, and

b. on the date of execution of the corresponding deed.

It is the date of delivery of the goods in the actual possession of the seller.

property and the land on which it is located, without any restrictions.

Buyer shall pay to Seller the amount of ○○○○○

(xxx pesos, domestic currency).

The parties declare that the said price is fair and legal and free from any error.

fraud, dishonesty, vice, injury or unlawful enrichment. Party.

QUARTER. DEED AND DELIVERY OF POSSESSION.

During the XXth business day following the signing of this Agreement, Seller shall deliver
to the notary appointed by Buyer each document required for the preparation of the
corresponding official deed by Buyer and shall ensure that such notary does not
impose any restrictions or limitations on the signatures on the deed. In any case, the
contract shall be duly concluded no later than ____ months after the above and in
favor of the Purchaser or its designee. On the date of the deed, the seller undertakes
to grant to the buyer the ownership of the property without restriction.

FIFTH. CONTRACTUAL PENALTY.

The parties agree that in the event of a breach of the obligations assumed in this
Agreement, the responsible party shall pay to the other party a normal penalty of ○○○○ (XX
pesos, national currency) and each party shall be automatically relieved of its obligation to
buy and sell and this Agreement shall terminate without any judicial intervention.

If the default is caused by the seller, in addition to paying

A portion of the purchase price will be refunded in contrast to the traditional penalty already
delivered.

If the default is caused by the Buyer, the Buyer hereby authorizes

to temporarily retain, without prior decision of the seller, the amount of the purchase price
already delivered that is necessary to pay the agreed conventional penalty. The remaining
amount, if any, shall

shall be delivered to the respective party.

If one party fails to comply, the amount due must be paid to the other party.
If the conventional penalty is completed within three business days of written notice from the
other party

days after written notice of default is given by the other party.

The failure to be remedied within the time frame of

(3) business days; if there is a delay of even one day, default interest will be charged

equivalent to 10% per month.

SIXTH. SANITATION FOR THE CASE OF EVICTION AND HIDDEN VICES.

The Seller is obligated to clean up and compensate for hidden defects upon eviction in accordance
with applicable legal provisions.

SEVENTH. EXPENSES.

The parties agree that Buyer will pay all costs, fees and taxes incurred as a result of the sale in writing
and Seller will bear any fees and taxes, including income taxes where applicable, in favor of the
Realtor in the sale of the Property.

EIGHTH. DOMICILES.

For the purposes of this Agreement, the Parties represent their addresses as follows To. Seller.
______________________________ ______________________________________ b. Buyer. __________________
__________________

NINTH. ENTIRE AGREEMENT.

This Agreement and all attachments hereto constitute the entire agreement between the parties
with respect to the transfer of the Property for the purposes hereof and supersede any prior
agreements between the parties with respect thereto and shall be of no effect.

TENTH. APPLICABLE LAWS AND COMPETENT COURTS.

In all matters relating to the interpretation and implementation of this publication

The law appropriate to the purposes of this publication shall apply and, in the event of a
dispute, the courts of the Federal District of Mexico City shall have jurisdiction to interpret and
enforce this publication.

In the event of a dispute, the courts of the Federal District of Mexico City shall have
jurisdiction.

In the event of a dispute, the courts of the Federal District of Mexico City shall have
jurisdiction and the parties expressly waive all other jurisdiction.

The parties expressly waive any other jurisdiction that may arise out of their present or future
addresses or any other cause of action.
Accordingly, the parties have entered into this Agreement as of the date set forth in the
Preamble. the date set forth in the Preamble.

Buyer

__________________

Surname: Date of execution of this Agreement

Supplier.

_____________________________________

Surname

Analyze each part and include the clauses recommended in the topic

Parties to the contract: Preamble:

Identify the party in interest, the name of the contract, the name of the representative and
the guarantee (if any).

Background:

Review events that are important to the business, such as signing letters of intent, inspecting
merchandise, and shipping samples.

Glossary:

A short dictionary of the terms used in a contract. It is essential in international transactions,

where different business cultures are involved and confusion over terminology may arise.

Clauses. The main ones are:

Purpose: International Sale of the Goods.

Determination of merchandise and quality:

Include a detailed description, preferably with models and photos.

Merchandise price:

Establish a set price based on cost or sale of all parameters of national and international
costs, protected from changes in international markets.
Difficulty:

The clause provides for all contingencies, including devaluation and war.

Payment method:

International payments, single or multiple payments, currencies, exchange rates, dates, etc.
Penalties for interest in case of non-payment or if either party is obligated.

Merchandise delivery:

Selection of ancillary contracts, such as Incoterms, risk and insurance, shipping and
reception satisfaction. Packaging. How the goods will be transported, what packaging,
boxes and protection measures are available, etc.

Delivery of documentation and access to information:

The parties acknowledge that they will participate in the exchange of documents or
information necessary for the action.

Confidentiality and non-competition:

The parties mutually agree to maintain strict confidentiality with respect to any document or
information obtained in the sale process. Intellectual

property:

Management and care of brands, copyrights, patents, industrial secrets, etc.

Causes of withdrawal:

Reason for suspension of contract. Commitment. The clause in the treaty that takes care of
the submission of issues to the tribunal.

Applicable Law:

The choice is between CISG or CISG + complementary local law.

Termination of the contract:

Reasons for Termination of Contract Incorporation. Any prior oral or written agreement shall
be incorporated into the contract.

Guarantees:

Give time to try the product, guarantee returns and repairs, when, how, where and by
whom.
Subsistence obligations:

It remains the latest obligation even after the contract is terminated.

Assignment of rights or obligations:

It is recommended that the contract should allow or prohibit, or prohibit, the exchange of
rights or obligations described in the contract.

Address of legal notices.

Understanding the legal scope.

Annex of annexes:

Annexes noted in the contract, such as laws and regulations, approvals, commodity surveys,
licenses or permits to the Bureau, and advance payments.

Signatures of the parties.

Post a comment

Record Keeping Community

2. Analyze each clause noting the implications in the event of non-compliance according to the CISG

Chapter 3: Rights and measures in case of breach of contract by the seller

The rights and measures of the seller in case of breach of contract.

Article 45 Liability for breach of contract

(1) If the Seller fails to perform any of his obligations under the Contract or this
Convention, the Buyer may, to the extent provided in the Contract or this Convention

then Buyer may, in accordance with the provisions of the Contract or this Convention

(a) exercise the rights provided for in Articles 46 to 52

b) exercise any of the rights set forth in Articles 46 to 52.

Article 74 to Article 77.

2) The buyer does not lose the right to claim compensation

2) The buyer does not lose the right to claim damages and losses, even if you have
exercised the rights set forth

violation of your law.

3) When the buyer brings an action for breach of contract, the judge

or arbitrator may not grant a grace period to the seller.

Article 46 Grace Period

1) The Buyer may require the Seller to comply with his obligations unless

he exercises rights or acts inconsistent with these requirements; or

2) If the goods do not conform to the contract, the buyer may require

Only if the goods do not conform to the contract, the buyer may demand that other
goods be delivered in its place.

2) if the non-conformity of the goods constitutes a fundamental breach of the

contract and the demand is for substitute goods.

The demand for substitute goods shall be made at the time of the communication
referred to in Article 39.

Only upon giving the notice referred to in Article 39, or within a reasonable period of
time thereafter, may the Buyer demand delivery of substitute goods in lieu thereof.

Breach of Contract.

3) If the goods do not conform to the contract, the buyer may demand that the seller
repair the goods to make up for the nonconformity.

3) If the goods do not conform to the contract, the buyer may require the seller to
repair the goods to make up the nonconformity, so long as it is not unreasonable
under all the circumstances.

so long as it is not unreasonable in all the circumstances. Request for repair of goods

A request for repair shall be made at the time of the communication referred to in
Article 39 or within a reasonable period of time referred to in Article 39.

A request for repair shall be made when the communication referred to in Article 39 is
made or within a reasonable period of time thereafter.

Article 47

1) B uyer may set a reasonable additional period of time.

1) The B uyer may fix a reasonable additional period for the performance of the
obligations owed by the S eller.

I. United Nations Convention on Contracts for the International Sale of Goods (CISG)
I. United Nations Convention on Contracts for the International Sale of Goods 15

2) The Buyer shall not perform its obligation unless it has received notice from the Seller
that the Seller will not perform its obligation.

(3) The buyer shall not perform the obligations set forth in the preceding paragraph
unless the seller has notified the buyer that the buyer will not perform the obligations
within the period set forth in the preceding paragraph.

(2) The purchaser shall not perform any act in breach of the contract during the
period specified in the preceding paragraph unless he/she receives notice from the
seller that he/she will not perform the obligation within the period specified in the
preceding paragraph.

During this period, no act in breach of the contract may be committed. However, the
buyer

shall have the right to claim damages for delay in performance.

(Right to delay in performance) Article 48.

Article 48 Liability for non-performance of contract

1) Without prejudice to the provisions of Article 49, the seller may

rectify all breaches of his obligations at his own expense, even after the date of
delivery.

2) rectify all breaches of its obligations without undue delay and without undue
inconvenience or uncertainty to the Buyer.

the Buyer may remedy all breaches of its obligations without undue delay and without
undue inconvenience or uncertainty to the Buyer.

The Seller will reimburse the Buyer for any anticipated costs.

However, the Buyer reserves the right to claim damages under this Convention.

However, the Buyer reserves the right to claim damages under this Convention.

2) If the Seller requests the Buyer to inform him whether he accepts the contract and
the Buyer does not accept it, the Buyer may not accept the contract.

2) If the seller requests the buyer to inform him whether or not he accepts
performance and the buyer fails to comply with this request within a reasonable time.

2) If the seller requests the buyer to inform him whether or not he accepts
performance and the buyer does not respond to this request within a reasonable time,
the seller shall be entitled to perform his obligation within the time requested
in such demand. Before the expiration of such period, the buyer shall not

Before the expiration of that period, the Buyer shall not exercise any right or act that is
incompatible with the performance of the obligation by the Seller.

Performance of obligations by the seller

3) If the seller represents that he will perform his obligations within a certain period of
time, he is presumed to perform them within a certain period of time.

3) If the seller states that he will perform his obligations within a certain period of time, it
is presumed that he is required to inform the buyer.

3) You are required to inform the buyer of your decision in accordance with the
preceding paragraph.

4) A request or communication made by the Seller pursuant to paragraph 2) or 3)

hereof.

4) Any request or communication made by the Seller pursuant to paragraph 2) or 3) of

this Article shall not be effective unless and until received by the Buyer.

4) No request or communication made by the Seller pursuant to paragraph 2 or 3 of

this Article shall be effective unless received by the Buyer.

Article 49.

1) The BUYER may declare the contract terminated

a) if the Seller has breached an obligation under the contract or under this
Convention

a) if the Seller has breached an obligation under the Contract or under this
Convention; b) if the Seller has not complied with his obligations under the Contract or
under this Convention. It constitutes an essential breach of contract.

b) In case of non-delivery, the seller fails to deliver the goods within the additional
period specified by the buyer

It constitutes an essential breach if the Buyer delivers the goods within the additional
period specified by the Buyer in accordance with Article 47 (1) or if he declares that
he will not deliver the goods within the period.

Article 47(1)) or if he declares that he will not deliver the goods within the period
specified. Late delivery means that the seller has not delivered the goods within the
additional period specified by the buyer under article 47 (1) or has declared that he
will not deliver them within the specified period.

16 United Nations Convention on Contracts for the International Sale of Goods.

2) However, if the seller does not deliver the goods within the specified period, the
seller must deliver them within the specified period.

2) However, if the seller delivers the goods, the buyer

loses the right to declare the contract terminated if he fails to do so

a) In case of delayed delivery, if within a reasonable time after delivery, the customer
fails to

know that delivery has been made.

b) in the case of non-conformity, but not in the case of delayed delivery, if within a
reasonable time the delivery is known to have been made.

Within a reasonable time

i) after he knew or should have known of the non-conformity; or

ii) after the expiration of the additional period determined by the Buyer in accordance
with Article 47(1)

after the expiration of the additional period determined by the Buyer under Article
47(1) or after the Seller has subsequently declared that he will not perform his
obligations

(ii) after the expiration of the additional period determined by Buyer pursuant to Article
47(1) or after Seller's subsequent declaration that he will not perform his obligations
within such additional period; or

iii) after the expiration of any additional period proposed by the Seller.

pursuant to Article 48(2), or after Buyer has declared

that he will not accept performance.

Article 50 Liability for breach of contract

If the goods do not conform to the contract, whether or not they have

been paid for, the Buyer may reduce the price in proportion to the consideration

difference between the price of the goods actually delivered and the price of the
goods in their possession.

If there is a difference between the value of the goods they have at the time of
delivery and the value of the goods they would have had at the time of delivery, the
Buyer may reduce the price proportionally
according to the contract. However, Buyer may not reduce the

the price if the Seller has remedied the breach of its obligations under Article 37 or
Article 48, and may not reduce the price if the Buyer refuses to do so.

or Article 48, shall not reduce the price if Buyer refuses Seller's performance.

Subject to these provisions.

Article 51 Liability for breach of contract

(1) If Seller delivers only part of the goods or only part of the goods

the goods delivered are in conformity with the contract, the provisions of Articles 46 to
50 shall apply.

in relation to missing or mismatched parts.

2) The Buyer may declare the contract cancelled in its entirety only in the following
cases

Partial or non-conforming deliveries constitute a breach of its essence.

I. United Nations Convention on Contracts for the International Sale of Goods

Goods 17.

Article 52 Liability for breach of contract

(1) If the seller delivers the goods before the specified date, the buyer may

accept or refuse to accept the goods.

2) If the seller delivers the goods in excess of the specified quantity

Seller may accept or reject that quantity

quantity. If Buyer accepts to receive all or part of the

excess must be paid at the contract price.

 3. Present your comments

Conclusion
Article 36 of the CISG prescribes that, if the lack of conformity exists at the time
of the passing of risk, the seller is subject to the cure regime which it makes
available to the buyer, and the buyer is protected by that regime.

Bibliographies
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