# Import and Export Agreement — Cotton Tote Bags
Date: 19 October 2026
Parties and reference: Seller: Atelier Rivage SAS, 14 rue des Tisserands, Lille, France. Buyer: Willow Retail Ltd, 8 Canal Yard, Leeds LS10 1PX, England. Order EXAMPLE-WR-261019. All businesses and references are fictional.
## 1. Goods and fixed price
The seller will supply 1,000 new unprinted natural-colour cotton tote bags, model WR-T1, each 38 by 42 cm with two stitched handles, matching approved sample EXAMPLE-T1 dated 5 October. They are general adult shopping bags, not toys, protective equipment or food-contact packaging. The price is £3 per bag, total £3,000, including agreed packing and carriage to the named delivery point. No quantity or specification substitution is allowed without the buyer's written agreement.
## 2. Delivery, risk and title
Delivery is DAP Willow Retail Ltd warehouse, 8 Canal Yard, Leeds LS10 1PX, Incoterms 2020, by 16 November 2026. The seller arranges export clearance and carriage; the buyer handles unloading and UK import clearance. Risk passes when the goods are placed at the buyer's disposal on the arriving vehicle ready for unloading at that point. Title passes on full payment, separately from risk. The seller will insure transit until risk passes and send tracking and dispatch documents promptly.
## 3. Customs, origin and tax
Before dispatch, the seller provides the commercial invoice, packing list, material composition, manufacturing-origin information and any supportable origin statement. The buyer's appointed agent verifies the commodity code, valuation, its valid GB EORI and any preference claim. Shipment from France alone does not establish preferential origin or zero duty. UK import duty, import VAT and clearance charges are the buyer's additional responsibility. Any legally chargeable French tax is separately identified with its legal basis before dispatch; no tax exemption or recoverability is guaranteed by this contract.
## 4. Payment and inspection
The buyer pays £900 on 26 October and £2,100 within 14 calendar days after delivery and receipt of a correct invoice. For delivery and invoice receipt on 16 November, the balance falls due on 30 November. Established payment details must be independently verified before any change. The buyer reports visible shortage or damage within five working days, preserving photographs and packaging. That reporting period does not extinguish latent-defect or mandatory rights. The seller will replace or refund demonstrably non-conforming goods within an agreed reasonable period and bear justified return costs.
## 5. Safety, disruption and execution
The seller supplies traceable batch identification and accurate textile information; both parties perform their applicable safety, labelling and importer duties and cooperate on complaints, corrective action and required regulator notification. Unsafe goods must not be sold pending assessment. A party facing unavoidable delay must notify promptly and mitigate; if delivery is more than 20 calendar days late, the buyer may cancel the undelivered goods for repayment of the related deposit. English law and the courts of England and Wales govern; mandatory customs and safety law remains applicable. Signed 19 October: Elise Moreau, authorised for seller; Daniel Reed, director for buyer.