Writing a purchase contract with a Chinese supplier

Most small import orders run on a string of WeChat messages and a wire transfer. That works until it does not, and when it does not, you discover that a chat thread is a poor substitute for an agreement. A clear written purchase contract does not need to be a thick legal document. It needs to pin down what you both agreed, so that "what we said" is not a matter of memory when something goes wrong.

Why the handshake is not enough

A friendly relationship is valuable, but it is not enforceable, and memories diverge conveniently when money is at stake. A written agreement does three things: it forces both sides to be explicit about the deal, it gives you a reference when there is a dispute, and it signals to the supplier that you are a professional buyer who pays attention. Even a one-page document changes the dynamic.

The clauses that matter

A workable purchase agreement covers:

• Product specification. Exactly what you are buying: model, materials, dimensions, colour, and a reference to your approved sample. This is the heart of the contract, because most disputes are really arguments about specification.
• Quantity and price. Unit price, total, currency in RMB, and what the price includes.
• Quality standard. Your AQL levels and the agreement that goods are inspected before the balance is paid. See AQL sampling explained.
• Payment terms. The deposit, the balance, and what each is tied to. Tie the balance to a passing inspection.
• Lead time and delivery. Production time, ship date, the Incoterm, and the delivery point.
• Packaging and labelling. Including your shipping mark for the forwarder.
• What happens if it goes wrong. Remedies for defects, late delivery, or shortfall.

Be specific about the specification

The most expensive ambiguity is a loose specification. "Good quality leather", "standard packaging", "the usual colour" are invitations to a dispute. Attach photographs of your approved sample, give measurements with tolerances, name materials precisely, and state colours against a reference. The more your contract looks like a precise description of one exact product, the less room there is for a cheaper substitute to arrive.

A contract is mostly a specification with a price attached. Get the specification right and most disputes never start.

Payment terms as protection

Structure payment so that you always have leverage matching your exposure. A deposit to start production, then the balance only after a passing pre-shipment inspection, keeps your largest payment attached to confirmed-good goods. Avoid paying in full up front to a new supplier, however persuasive the discount sounds.

Keep it practical

For most orders you are not going to litigate in a Chinese court over a few thousand dollars, and everyone knows it. So the contract's real value is clarity and deterrence, not the threat of a lawsuit. Keep it clear, get both sides to confirm it, and keep the whole record, contract, messages, and payment receipts, together. For larger or higher-risk orders, it is worth getting proper legal help to draft an agreement that is genuinely enforceable in China.

Tie payments to the contract

Each payment you make should map to a clause: this transfer is the 30 percent deposit under the agreement dated such-and-such, that transfer is the balance after the passing inspection. When you settle through a trade-facilitation service, the receipt for each payment, with its amount, rate, recipient and reference, becomes part of that record.

So write the agreement, anchor it to a precise specification, tie the balance to inspection, and when each payment falls due you can make a request to settle it on Alipay from Naira, keeping the receipt with the contract it belongs to. The paper trail you build is what turns "he said, she said" into a documented deal.