国际贸易合同常见条款之质量保证条款

质量保证条款是国际贸易合同中的常见条款，载明了卖方就货物在质量保证金、保证期起算点、瑕疵物品保证期的重新计算等方面作出的保证与说明。在特殊情况下（主要为免费提供某物品或权利时），也会出现无担保（No Guarantee）条款。以下为部分国际贸易合同中的质量保证条款的双语示例：

示例一：

Article 8 - Guarantee on Goods

第8条——产品质量保证

8.1 In respect of the supply of Goods only, this Article 10 is addition to other conditions set forth in the Purchase Order.

仅就提供货物而言，第8条的规定是本采购订单规定的其他条件的额外条件。

8.2 The Seller guarantees that the Goods shall comply in all respects with the requirements of the Purchase Order. If any defects in the Goods (other than those arising from fair wear and tear or disregard of the Seller’s operating instructions);

卖方保证，货物在各个方面都与采购订单的要求相符。货物任何瑕疵（但源自正常磨损或不按照卖方的操作指令进行除外）：

(i) appear within 18 months from the date of receipt, in accordance with the delivery terms, by and on behalf of the Buyer or 12 months after the Goods have been put into commercial operation following satisfactory completion of the commissioning and testing programme, if any, whichever period expires first, or

自买方或代表买方按照交货条件接收货物之日起18个月内出现或自货物在令人满意地完成试车和测试项目（如有）并投入商业作业后12个月内出现，以先到期者为准，或

(ii) result from cause reported to or discussed with the Seller during the period described in paragraph (i),

由于在第(i)款中所述期间内向卖方汇报过或与卖方讨论过的原因而产生的，

The Seller shall forthwith remedy such defects at the Seller's own expense.

则卖方应自负费用就这些瑕疵进行补救。

8.3 The guarantee periods of the Goods shall be extended by any period(s)equal to the period(s)during which the Goods have been out of operation or their putting into operation has been delayed as a result of a defect to which this guarantee applies. Fresh guarantee periods shall apply to replacement Goods or parts or components or repaired parts or components thereof.

货物无法正常投入作业或由于本担保条款所适用的瑕疵导致货物投入作业延期，则货物担保期限也应该顺延无法正常投入作业的时间和/或顺延的时间。对于货物全部或部分或货物零部件被替换，或部分货物或零部件被修理，则担保期间应重新计算。

8.4 The Buyer shall notify the Seller as soon as practical of any defects that have appeared and shall give the Seller opportunity of inspecting and/or remedying the defects.

买方应尽可能快的通知卖方出现的货物瑕疵，并应给予卖方进行检查和/或补救该瑕疵的机会。

In the event of a defect appearing the Buyer shall return to the the Seller the GOODS or parts or components thereof for repair or replacement by the Seller at the Seller's expense, unless it is appropriate in the view of the Buyer to effect repairs at the worksite owned by the Buyer, in which case the Seller may do so or authorise the Buyer to do so. Repaired or replacement GOODS shall be transported to the Buyer by the Seller at the Seller's cost and in a manner acceptable to the Buyer.

如果出现货物瑕疵，买方应向卖方退还全部或部分货物或货物零部件以便卖方自负费用进行修理或替换，但买方如果认为在买方自己所拥有的工作现场进行维修更为合适的除外，如果现场维修，卖方可以自己做，也可以授权买方来做。卖方应自负费用并且以买方接受的方式将经过维修的或替换的货物运输给买方。

Notwithstanding the above,repair may be effected or replacements may be made by the Buyer or by a third party on its behalf for the Seller's ac-count without authorisation by the Seller or the Seller having had the opportunity to inspect the defects in the Goods in cases where it would be unreasonable or impractical to give the Seller the opportunity of inspection and/or remedying defects or to demand that prior authorisation be obtained,among other things in view of the threat of further damage or loss which might result including those as a consequence of delay in installation, work or operations. In those cases repairs and replacements for the Seller shall be deemed to be effected and made by the Seller,and this guarantee shall re main in effect unless in case of repair it results in any detriment to the repaired Goods. Any Goods replaced shall be held available for inspection by or on behalf of the Seller within 45 days after replacement.

尽管有上述规定，但考虑到存在可能由于安装、工作或作业推迟等原因导致进一步的损害或损失的威胁，给予卖方对货物瑕疵进行检验和/或进行瑕疵补救或事先获得卖方授权不合理或实际不可能的情况下，买方可以不经卖方授权或不给予卖方机会对瑕疵进行检查而选择自己修理或替换货物或由第三方修理或替换货物，费用由卖方承担。在哪些情况下，所作修理和替换应视为卖方实施的，而该担保应继续有效，除非修理对修理的货物造成损害。任何替换的货物都应在替换后45日内进行检验或代表卖方进行检验。

示例二：

11 No Guarantee

没有担保

Because the Program is licensed for free, there is no guarantee for this Program to the extent permitted by applicable law. Except when otherwise stated in writing, the copyright holder and/or other Parties provide the Program “as is”without grantee of any kind,either expressed or implied, including, but not limited to, the implied guarantee of merchantability and fitness for a particular purpose. The entire risk as to the quality and performance of the Program is with you. Should the Program prove defective,you assume the cost of all necessary servicing,repair and correction.

In no event unless required by applicable law or agreed to in writing will any copyright holder,or any other Party who may modify and/or redistribute the Program as permitted above, be liable to you for damages,including any general,special, incidental or consequential damages arising out of the use or inability to use the Program(including but no limited to loss of data or data being rendered inaccurate or losses sustained by you or third parties or a failure of the Program to operate with any other programs,even if such holder or other party has been advised of the possibility of such damages.

IN NO EVENT UNLESS REQUIRED BY APPLICABLE LAW OR AGREED TO IN WRITING WILL ANY COPYRIGHT HOLDER, OR ANY OTHER PARTY WHO MAY MODIFY AND/OR REDISTRIBUTE THE PROGRAM AS PERMITTED ABOVE,BE LIABLE TO YOU FOR DAMAGES, INCLUDING ANY GENERAL, SPECIAL,INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE PROGRAM (INCLUDING BUT NOT LIMITED TO LOSS OF DATA OR DATA BEING RENDERED INACCURATE OR LOSSES SUSTAINED BY YOU OR THIRD PARTIES OR A FAILURE OF THE PROGRAM TO OPERATE WITH ANY OTHER PROGRAMS), EVEN IF SUCH HOLDER OR OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

来源：译问