Purchase order with the Article 4 terms
Enter the terms Article 4 of the Act requires and the tool writes the order text. If a required item is empty it does not write the order and shows what is missing. Everything is worked out in this browser; nothing is sent.
This tool needs JavaScript. The rules it applies are listed below.
- This tool works from the text of the Act and JFTC documents. It is information, not legal advice. For your own case ask the JFTC or a lawyer.
The JFTC's own diagnosis tool (about 1 minute): For buyers: are you a 委託事業者 (entrusting business)? / For suppliers: which buyers count as 委託事業者 for you
Where the terms come from
- The buyer must state the terms immediately when it places the order, on paper or by electronic means (Act Art. 4). "Immediately" means straight away: a contract signed days later is not enough. A phone order must be followed straight away by the written terms (JFTC Q&A Q49 and Q50).
- The terms are the 8 items of Article 1(1) of the JFTC rule on Article 4 terms: (1) names of buyer and supplier, or a code that identifies them; (2) order date, what is supplied, delivery date (for services the date or period) and place; (3) if inspecting, the date inspection will be finished; (4) price and payment date; (5) the details if payment is by 一括決済 (lump-sum settlement through a financial institution); (6) the details if by 電子記録債権 (electronically recorded monetary claims); (7) the details if the buyer sells materials to the supplier; (8) for any open item, why it cannot be set and the planned date to set it.
- When a fixed price is hard to give for an unavoidable reason, a formula is enough (Art. 1(2) of the rule). The formula must give the amount automatically once its inputs are known. Where a formula is possible, a price that is "not yet set" is not allowed.
- For an open item, state why it cannot be set and the planned date. The date must point to an identifiable day; "delivery month" is not enough. The later notice must be visibly linked to the first one (Art. 1(1)(viii) and 1(4) of the rule).
- If the order includes transfer or licensing of intellectual property, its scope is part of what is supplied and the price must include payment for it. Freight, and extra work such as loading, unloading and warehouse work, are stated and priced separately (JFTC Q&A Q64 and Q65).
- Electronic delivery (e-mail, EDI, SMS, social-media messages, or handing over a USB stick or similar) no longer needs the supplier's consent from 1 January 2026. If the terms were sent electronically and the supplier asks for paper, the buyer must give it without delay (Act Art. 4(2); Art. 4 of the rule).
- Under the JFTC rule on Article 7 records, make records of the deal and keep them for 2 years from the day the last entry was made. A copy of the Article 4 terms alone is not enough (Act Art. 7; Art. 3 of that rule; JFTC Q&A Q69).
- This tool only writes the text. It does not handle sending standing "common terms" once for a period (Art. 1(3) of the rule).
Read on 9 November 2026: the Act, the cabinet order, the JFTC rule on Article 4 terms, the rule setting the rates under Art. 6(1) and (2), and the rule on Article 7 records, on e-Gov 法令検索; the JFTC operating standard, Q&A, textbook (November 2025) and diagnosis tools; and the Cabinet Office list of national holidays.