Bilingual buyer template
China Supplier Contract Generator
Build a new English-Chinese purchase and manufacturing agreement around the terms that control payment, quality, delivery, IP, tooling, and enforcement.
Separate lawyer service
Go further with Kelly Zhang
These services are separate from the free generator. Fees are assessed case by case after reviewing the transaction.
- China-licensed lawyer working bilingually in English and Chinese — understands what overseas buyers actually need, and negotiates with suppliers directly in their own language.
- Active arbitration practitioner before CIETAC and HKIAC tribunals — knows which clauses hold up in practice, and builds that prevention into the contract before a dispute ever starts.
Contract deepening and review
per transaction, assessed case by case
Kelly reviews your generated draft against the real deal — entities, payees, payment structure, specifications, IP, tooling, and dispute path — and deepens it into a contract ready for signature, with an arbitration-grade dispute clause that is actually enforceable in mainland China.
Request contract deepeningNegotiation and implementation support
per engagement, assessed case by case
Kelly joins your supplier negotiations directly — in English or Chinese — pressing your positions, handling counteroffers and refusals, steering the contract to signature, and managing follow-up amendments as the deal evolves.
Discuss negotiation supportBuilt around the terms that decide China supplier disputes
Payment tied to verified performance
Every milestone in the generated agreement connects money to objective evidence — deposit on execution, balance after passed inspection and shipping documents — so the buyer keeps leverage until the goods prove themselves.
Objective acceptance and evidence
Controlled specifications, approved samples, inspection windows, defect notice periods, and document requirements turn "good quality" into something a tribunal can enforce, and keep the email and WeChat record usable as evidence.
IP, tooling, and an enforceable forum
Bilingual clauses separate background IP from buyer-funded work, record tooling ownership and release, and close with a definite arbitration or court clause designed to reach the supplier's assets in mainland China.
China supplier contract FAQ
Should I sign the Chinese supplier's contract, or send my own buyer's contract?
Neither side's paper wins automatically — compare the material risks, not the page count. The supplier's form is often the efficient base when the entity, product, and process are right; your template helps only if it has been adapted to a real China transaction. A negotiated rider or master agreement often beats both. See how to choose between supplier paper and buyer paper.
My supplier refuses key contract clauses — what is negotiable, and when should I walk away?
A refusal is information. Five controls should never disappear: the liable entity and payee, objective product and acceptance terms, payment tied to verified performance, protection of custom IP and tooling, and a workable dispute path. Caps, warranty length, and scope can often be traded — but always trade, never simply delete. Full framework in which clauses you can trade and when to walk away.
Is a proforma invoice (PI) or purchase order enough, or do I need a formal contract?
A PI, PO, and message history can already form a binding contract under Chinese law, but scattered records rarely allocate the expensive risks: acceptance standards, payment triggers, IP, tooling, and remedies. A short signed agreement that settles those points is far safer than relying on the document chain. See whether a PI or PO is enough with a Chinese supplier.
The supplier changed payment terms after receiving my deposit — what can I do?
A request does not rewrite the contract: amendments need mutual agreement, and your own reply or payment conduct can create one, so start with a neutral reservation of rights. Suspending your next payment is possible only under strict conditions. Any concession should be traded for measurable protection and written into a formal amendment. Details in how to respond when a supplier changes payment terms after payment.
Who owns the molds and tooling I pay for in China?
Paying a tooling fee does not by itself settle ownership. Title, custody, permitted use, IP in the tooling, and the release process should all be written down before production starts. Read more in mold and tooling ownership at Chinese factories.
Should the contract be bilingual, and which language version should control?
A bilingual English-Chinese contract usually helps negotiation, performance, and enforcement in China, but the two versions must state which one prevails if they diverge — and your team must actually be able to review the controlling version before signing. The generator produces matched texts and lets you choose the controlling language.
How should I write the dispute resolution clause with a Chinese supplier?
Arbitration (for example CIETAC or HKIAC) is usually easier to enforce against Chinese suppliers than a foreign court judgment. The clause must name one definite institution, seat, and language — mixed "court or arbitration" wording can be invalid under the PRC Arbitration Law. Compare options in our explainers on CIETAC and HKIAC.
Does the CISG apply to my contract with a Chinese supplier?
Often yes: when both parties are based in different CISG contracting states, the Convention applies unless excluded. You can adopt it, vary specific rules, or exclude it expressly — silence does not exclude it. The generator lets you state the CISG position explicitly in the dispute section.