1. Unit 15 Modes of Trade 贸易方式

2. 15.1 Introduction （简介） 目的：掌握与代理、加工贸易、补偿贸易和合资 企业相关的函电内容。

3. （ 1 ）代理 代理（ Agency ）是指出口人通过签订代理协议，将商品委 托给国外客户（代理人），委托其在一定地区和一定时间 内为出口人代售商品、招揽生意或处理有关事宜的一种贸 易方式。 根据委托人授权程度的不同，代理可分为总代理 （ General Agency ）、独家代理（ The Exclusive or Sole Agency ）和佣金代理（ Commission Agency ，也称一般代 理）。 与代理相关函电的主要内容通常涉及代理类型、被代理商 品的名称、代理地区范围、代理期限、代理数量和金额、 代理佣金等，还可能涉及到非竞争条款、商标保护、广告 宣传和市场报导等。

4. （ 2 ）加工与装配贸易 加工与装配贸易（ Processing & Assembling Trade ）是指 由国外委托方提供原材料、零部件或元器件，委托国内企业 （承接方）按一定的技术、质量标准加工成成品并交还委托 方，委托方再对国内企业支付工缴费的贸易方式。 有关加工与装配贸易的函电的主要内容包括：合同标的，来 料来件的数量，加工装配期限，关于成品、工缴费、运输和 保险、付款方式的规定，预防性和约束性条款，违约与赔偿， 不可抗力规定等。

5. （ 3 ）补偿贸易 补偿贸易（ Compensation Trade ）是在信贷的基础上一方 从另一方输入技术、机器设备或劳务，然后在一定时期内 用产品或双方商定的商品清偿价款的一种贸易方式。从偿 付的办法来看，有直接补偿、间接补偿、劳务补偿、收益 分期补偿、综合补偿等形式。 （ 4 ）合资企业 合资企业（ Joint Ventures ）指的是以营利为目的，由不同 国家的投资人共同投资建立并经营的企业。实际中，合资 企业主要分三种：股权式合资企业（ Equity Joint Venture ）、契约式合资企业（ Contractual Joint Venture ） 和共同开发（ Joint Exploration ）。

6. 15.2 Specimen Letters （样函） Letter 1 ： Application for agency Dear Sirs, We know from A&J Corporation that you are looking for a reliable firm with good connections in the cotton piece goods trade to represent you in Canada. Having already had experience in marketing cotton piece goods similar to your own, we are familiar with customers’ needs and are confident we could develop a worthwhile market for you in Canada. We have well-equipped showrooms in Vancouver, Quebec and experienced sales staff who make regular calls on customers.

7. We should appreciate your letting us know as soon as possible whether you are interested in our offer and on what terms you would be willing to reach an agency agreement. If it does, we would suggest you meeting with Mr. Stockton to discuss details of an agreement to both of us. Yours faithfully, Island Pty, Ltd General Manage

8. Letter 2 ： A reply to the application for agency Dear Sirs, We thank you for your letter of February 20, in which you proposed to sell our products on agency basis. We are deeply impressed by your kindness in submitting this proposal to us, and your application is now under our careful consideration. However, before going further into this arrangement, we would like to know your market consumption, the definite quantities you require quarterly or annually, your plan to push the sales of our products, and your bank references, etc.

9. Last but not least, the whole matter hinges upon the question of the amount of commission you would require on orders obtained and executed. And as your Mr. Stockton intends visiting Tianjin at the end of February, we shall be pleased to discuss the possibility of coming to an arrangement with him personally. We are looking forward to your early reply and awaiting Mr. Stockton’s call. Yours sincerely, Tianjin Textiles Imp./Exp. Group Director

10. Letter 3 ： An initial proposal for processing after sample with supplied materials Dear Sirs, After several months’ negotiation, we have finally succeeded in reaching an agreement on the proposed contract for processing after sample with supplied materials. Now we enclose a summary of those essential points of our proposition with this letter for your perusal and hope to have your comments.

11. Please give the propositions of your best consideration and if you fall in with us on these essential points, let us have your prompt reply so that we can move to the next stage. Awaiting with keen interest your early reply. Yours sincerely, Nova Motor Group (Signature) General manager

12. Letter 4 ： A confirmation letter to Letter 3 Dear Sirs, We take pleasure in confirming the following arrangements in connection with processing after sample with supplied materials agreed upon between Mr. Smith, manager of your company and us during his visit to this city. You are to supply raw materials, samples and technical drawings, and we are to process the materials according to the drawings into finished products, which shall fully conform to your samples and bear a brand designated by you. We have studied the matter with our manufacturers and it is estimated that they will be able to produce 500 sets each month as required by you, to be delivered in two lots of 250 sets each.

13. In order to enable our manufacturers to trial-produce the products, we would request you to send us the samples and technical drawings six months ahead of the required shipment As to the rate of spoilage of the raw materials, it is rather difficult to make a close estimate at present stage of trial manufacture. Accordingly, we propose not to lay down any rate until the end of this stage when we shall figure out the rate according to the actual spoilage. If you should have any different views of any other problems, please do not hesitate to communicate with us. Yours sincerely,

14. Letter 5 ： A proposal letter for compensation trade Dear Mr. Riddick, Please accept our thanks for your prompt response to our fax dated March 20 in connection with the above subject. We have also received your counter sample of the men’s poplin shirt. Having carefully examined the counter sample, we find everything satisfactory except for the stitches, which are not what we expected. We attribute this shortcoming to the old type of sewing machine being used by your manufacturers. We feel sure this problem can easily be solved if a new type of machines is installed.

15. As requested, we enclose a catalogue and a price list for Model AN-CE Sewing Machine produced by Messrs. Juki & Co., Hong Kong. They have in stock 90 machines, which can be shipped to you promptly. This is the very machine suitable for making our poplin shirt, and the present price is HKD... each FOB Hong Kong, which we can assure you is the lowest obtainable. We wish to mention that we have not added anything to the price of the machine for our profit, and we are also prepared to ship the machines to you at cost with freight for your account. The cost for the 90 machines will be advanced by us and can be repaid by you by installments, plus freight and interest at …% per annum.

16. Please fax us as soon as possible if you are interested in these machines, and in the meantime let us have your best offer for the poplin shirts based on our order of 2 500 dozen per month. On receipt of your reply to our order of the sewing machines and your quotation for the shirts, we shall try our best to conclude the two deals as one package under compensation trade agreement. We thank you in advance for an early reply and assure you of our full cooperation at all time. Yours faithfully,

17. Letter 6 ： A confirmation reply to Letter 5 Dear Mr. Meier, Through the friendly discussion between your Ms. Catherine and us, we are most pleased to have been able to conclude the said compensation trade. We sincerely hope this deal will pave the way for further cooperation between us. We are sending you three copies of Agreement on Compensation Trade, duly signed by our manufacturers and us. Please countersign two originals and return them to us for our record as well as for the record of our manufacturers.

18. We take this opportunity to express our thanks and appreciation for your cooperation in making our discussion a success, and hope that both of us will see the agreement be executed to the complete satisfaction of all parties concerned, and then the continuance of future business can be ensured. Yours faithfully,

19. Letter 7 ： A reply to the request for the establishment of joint venture Dear Mr. Leno, We have received your fax of March 8, from which we learn that you are interested in establishing an auto parts factory in China in the form of joint venture and enquiring about its feasibility. You are probably aware that China has always persisted in an open door policy and taken a positive stand with regard to introducing foreign investment, with a view to expanding economic cooperation and technical exchange with other countries on the basis of equality and mutual benefits. China permits foreign firms, enterprises and other economic organizations or individuals to form joint ventures with Chinese firms, enterprises or other economic organizations.

20. In order to help you get fully acquainted with the various provisions in connection with the joint venture, we take pleasure in enclosing a copy of The Law of the People’s Republic of China on Joint Ventures Using Chinese and Foreign Investment for your perusal and hope to have your comments. Should you be interested in forming a joint venture with us, please let us know your tentative idea as to the type of commodity, quantity of production, material procurement, sales channels and principal machinery and equipment, so that we can make a thorough study of your plan and go further into the matter. We look forward to your reply with interest. Yours faithfully, Tianzhi Shi Encl. As stated.

21. Letter 8 ： A reply to Letter 7 Dear Mr. Shi, Thank you for your fax of March 18, enclosing a copy of The Law of the People’s Republic of China on Joint Ventures Using Chinese and Foreign Investment. Having gone through it carefully, we have now a better understanding about the establishment of a joint venture in China. However, there is still one point not clear to us. In Article 4, it states that in the registered capital of a joint venture, the proportion of the investment contributed by the foreign participants shall be in general not less than 25%, but no mention is made about the upper limit on the share of the registered capital of a joint venture contributed by a foreigner. As we have informed you previously, we are of the intention to make investment on 50%-50% basis and wonder if this is practicable.

22. Our investment, i.e. 50% of capital of the proposed joint venture, is to be made partly in cash and partly in machinery and equipment. As to the cash, it is to be converted from US dollars according to the exchange rate in effect on the date the agreement becomes effective. We are well connected with the machinery suitable for the need in the course of production, which will be evaluated by both parties. In the meantime, we should like to know in what form your investment will be. Upon hearing from you, we will go further into the matter or suggest a personal visit to have a face-to-face discussion so that problems can be cleared quickly. We await your early reply. Yours faithfully,

23. 15.3 Focal Words （焦点词汇） business n. 商业；贸易；生意；公司；商行；业务 Another foreign bank has opened for business in Shanghai. This company was doing a great business. We have absorbed a small business. I will make it my business to see that the money is paid promptly. go into business 经商，从商 I have gone into business in partnership with him. go out of business 停止，歇业 The firm went out of business during the recession.

24. in business 经营 He is in the real estate business. on business 因公，因事 The chairman is in New York on business. businessman n. 商人；实业家；企业家 businesslike a. 有条理的，认真的，公事公办的

25. exchange v. 交流；交换；兑换 We wish to exchange experience with you in business. The customers need to exchange foreign currencies for Renminbi. This currency exchanges at par. n. 交换；兑换；汇率；交易所；总机 As a result of the exchange of e-mail between us, we have now come to terms. Prices are liable to alteration in accordance with the fluctuation of exchange.

26. stock exchange 交易所 commodity exchange 商品交易所 foreign exchange 外汇 telephone exchange 电话总机 exchangeable adj. 可以兑换的；可以交换的；可以退换的

27. limit n. 限制；限额；（价格）限度；价格 They set a time limit for acceptance of the offer. Your limit is too high to work on. We can not place orders at your limit. v. 限制；限定 They limit their business activities to textile. limitation n. 限制；限度；限额 limited adj. 有限的；受限制的 As our stocks are limited, we recommend you to accept our offer immediately.

28. negotiate v. 谈判；协商；议付；谈妥；转让 They are negotiating a transaction in woolen carpets. The exporters must present shipping documents when they negotiate payment with the bank. Personally, I’m delighted with the terms negotiated. to negotiate a bill of lading negotiation n. 谈判；磋商；议付 We are still in negotiation with the parties concerned. We surrendered a clean on board bill of lading for the negotiation of payment.

29. negotiable adj. 可谈判的；可转让的；可流通的；可议付的 The dispute is negotiable and can be settled amicably. A bill of lading is a negotiable document. The draft drawn under this L/C shall be negotiable in Shanghai.

30. 15.4 Useful Sentences （实用语句） 1. Being a reliable firm with wide and varied experience in the line, we offer to act as your sole (exclusive) agency in our territory. 2. Regarding your proposal to represent us for the sale of our canned foods, we’d like to appoint you as our agent in Hong Kong on condition that you realize the annual turnover of USD500 000. 3. Hearing from our correspondent that you are looking for an agent in this city, we are pleased to apply for the post.

31. 4. We would like to process garments according to supplied samples from you. 5. We herewith take the liberty to offer you our services as forwarding agents in this port, hoping to be favored with your esteemed commands in the near future. 6. With the components, auxiliary materials, and necessary equipments and tools supplied by your company, we shall assemble 36 000 refrigerators within a period of three years.

32. 7. We would like to do compensation trade with you for the construction of a plant with the production capacity of at least 12 000 M/T per year of MSP-3PVC Paste Resin Product in Hefei Chemical Works. 8. I wish to proffer you my services, with the assurance that whatever claims and others you may be pleased to confide and recommend to my agency, shall be promptly and efficiently attended to. 9. We shall reimburse you the remaining value of the entire production line by five annual installments in a period of five years with the products turned out with the said production line.