【正文】 ● the customs clearance and payment of duty obligations under FAS and DEQ。 Incoterms 2020 FOREWORD By Maria Livanos Cattaui, Secretary General of ICC The global economy has given businesses broader access than ever before to markets all over the world. Goods are sold in more countries, in larger quantities, and in greater variety. But as the volume and plexity of international sales increase, so do possibilities for misunderstandings and costly disputes when sales contracts are not adequately drafted. Incoterms, the official ICC rules for the interpretation of trade terms, facilitate the conduct of international trade. Reference to Incoterms 2020in a sales contract defines clearly the parties39。 and ● the loading and unloading obligations under FCA. All changes, whether substantive or formal have been made on the basis of thorough research among users of Incoterms and particular regard has been given to queries received since 1990 by the Panel of Incoterms Experts, set up as an additional service to the users of Incoterms. 4. INCORPORATION OF INCOTERMS INTO THE CONTRACT OF SALE In view of the changes made to Incoterms from time to time, it is important to ensure that where the parties intend to incorporate Incoterms into their contract of sale, an express reference is always made to the current version of Incoterms. This may easily be overlooked when, for example, a reference has been made to an earlier version in standard contract forms or in order forms used by merchants. A failure to refer to the current version may then result in disputes as to whether the parties intended to incorporate that version or an earlier version as a part of their contract. Merchants wishing to use Incoterms 2020should therefore clearly specify that their contract is governed by Incoterms 2020. 5. THE STRUCTURE OF INCOTERMS In 1990, for ease of understanding, the terms were grouped in four basically different categories: namely starting with the term whereby the seller only makes the goods available to the buyer at the seller39。s place the expression the seller39。s own premises. On the other hand, as a matter of practical reality, the seller would frequently assist the buyer in loading the goods on the latter39。s vehicle. The variations mentioned for different modes of transport in FCA A4of Incoterms 1990 are not repeated in Incoterms 2020. The delivery point under FOB, which is the same under CFR and CIF, has been left unchanged in Incoterms 2020 in spite of a considerable debate. Although the notion under FOB to deliver the goods across the ship39。s premises, delivery is plete when the goods are loaded on the buyer39。s delivery of the goods would normally not cause problems where the parties have a continuing mercial relationship. They would then establish a practice between themselves (course of dealing) which they would follow in subsequent dealings in the same manner as they have done earlier. However, if a new mercial relationship is established or if a contract is made through the medium of brokers as is mon in the sale of modities , one would have to apply the stipulations of the contract of sale and, whenever Incoterms 2020 have been incorporated into that contract, apply the division of functions, costs and risks following therefrom. It would, of course, have been desirable if Incoterms could specify in as detailed a manner as possible the duties of the parties in connection with the delivery of the goods. Compared with Incoterms 1990, further efforts have been made in this respect in some specified instances (see for example FCA A4). But it has not been possible to avoid reference to customs of the trade in FAS and FOB A4 (in the manner customary at the port), the reason being that particularly in modity trade the exact manner in which the goods are delivered for carriage in FAS and FOB contracts vary in the different sea ports. 8. PASSING OF RISKS AND COSTS RELATING TO THE GOODS The risk of loss of or damage to the goods, as well as the obligation to bear the costs relating to the goods, passes from the seller to the buyer when the seller has fulfilled his obligation to deliver the goods. Since the buyer should not be given the possibility to delay the passing of the risk and costs, all terms stipulate that the passing of risk and costs may occur even before delivery, if the buyer does not take delivery as agreed or fails to give such instructions (with respect to time for shipment and/or place for delivery) as the seller may require in order to fulfil his obligation to deliver the goods. It is a requirement for such premature passing of risk and costs that the goods have been identified as intended for the buyer or, as is stipulated in the terms, set aside for him (appropriation). This requirement is particularly important under EXW, since under all other terms the goods would normally have been identified as intended for the buyer when measures have been taken for their shipment or dispatch (Fand C terms) or their delivery at destination (D terms). In exceptional cases, however, the goods may have been sent from the seller in bulk without identification of the quantity for each buyer and, if so, passing of risk and cost does not occur before the goods have been appropriated as aforesaid (cf. also article of the 1980 United Nations Convention on Contracts for the International Sale of Goods). 9. THE TERMS . The E term is the term in which the seller39。s obligation to take or accept delivery of the goods, an obligation which appears in the B4 clauses throughout Incoterms. Used in this second context, the word delivery means first that the buyer accepts the very nature of the C terms, namely that the seller fulfils hi