法律英语第九课 Contract Law[精]

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Contract Law 合同法

Contract, as we will use that term, ordinarily connotes an agreement between two or more persons—not merely a shared belief, but a common understanding as to something that is to be done in the future by one or both of them. Sometimes, the term contract is used also to refer to a document—the set of papers in which such an agreement is set forth. For lawyers, contract usually is used to refer to an agreement that has legal effect; that is, it creates obligations for which some sort of legal enforcement will be available if performance is not forthcoming as promised. Thus, it will sometimes be necessary to distinguish among three elements in a transaction, each of which may be called a “contract”: (1) the agreement-in-fact between the parties, (2) the agreement-as-written (which may or may not correspond accurately to the agreement-in-fact), and (3) the set of rights and duties created by (1) and (2). Without trying at this point to state a short but comprehensive definition of law (if that were possible), it is perhaps sufficient to suggest that we will be surveying the ways in which such agreements are made and enforced in our legal system—the role of lawyers and judges in creating contracts, in deciding disputes that may arise with respect to their performance, and in fashioning appropriate remedies for their breach.当我们使用“合同”一词的时候，通常是说它是一份存在于两方或三方之间的契约。

法律英语第九课 Contract Law

在裁决履行合同时可能出现争议时的作用；
3.in fashioning appropriate remedies for their breach
在形成对其违约的适当补救时的作用
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Property
A great of thing are susceptible “ownership” Tangible 有形的
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Ownership of property
Include the right to use and consume the thing owned
所有权包括对属于自己的物品使用和耗费的权利
be more to the advantage of the owner to transfer the right of the ownership to some other person in exchange for something else of value
即使是那些对财产私有权的许可没有达到我们这种程序的社会，也会承认个人的人身权利不受某种行为的侵犯。
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certain kinds of conduct
Infliction of physical injury
Other interferences with freedom or dignity
personal property (personalty) :
movable assets (things, including animals) which are not real property, money or investments.

法律英语Lesson9-Contract-law

★ Uniform Commercial Code 也是美国合同法的重要渊源．
Words
create create legal relations create rights and obligations
remedy vt.& n.补偿；补救；补救办法；救济权 remedies remedies for breach of contract remedies for nonpayment remedy of attachment of property during the progress of an action
Words
conclude a contract enter into a contract
property n. 财产；产业；地产 immovable properroperty property in common property of nobody property ownership property under mortgage
LESSON NINE
CONTRACT LAW
Background
★ 合同法是美国私法体系的核心和基石．
★ 美国合同法由判例法和制定法组成，并以判例法为主要渊源．
★ 美国法学会从各州的大量合同法判例中归纳总结合同法的基本原理和规则，写成＜Restatement of Contracts＞,经常被法官们援引，作为判案的指导．
Words
violate vt. 违反；违背；侵犯；玷污；强奸 violate law and discipline violate the constitution

法律英语第九课 Contract Law

personal property (personalty) :
movable assets (things, including animals) which are not real property, money or investments.
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Less tangible property 不太有形的资产
The agreement creates a legal relationship of rights and duties.
If the agreement is broken, then the law provides certain remedies.
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Three Factors
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Ownership of property
Include the right to use and consume the thing owned
所有权包括对属于自己的物品使用和耗费的权利
be more to the advantage of the owner to transfer the right of the ownership to some other person in exchange for something else of value
agreement is set forth. 文件——陈述契约的一系列文件。
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For lawyers
Contract ---- an agreement that has legal effect.

[]Lesson 9 Contract Law

personal property (personalty) :
movable assets (things, including animals) which are not real property, money or investments.
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Less tangible property 不太有形的资产
[]Lesson 9 Contract Law
Example of Contracts
Employment contracts Service Contracts Building Construction Insurance Contracts Contract involving real property Sale of Intangibles(stocks, bonds,
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Three elements in a transaction ——contract
1. The agreement-in-fact 事实协议
2. The agreement-in-written 书面协议
3. The set of rights and duties ……一系列权利与义务
Copyrights 版权 Patents 专利权 Shares of corporate stock 公司股权 Negotiable instruments 票据权
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Any social that…… Recognizes property rights
Also address the question of how it should respond when someone violates those rights

CONTRACT LAW

CONTRACT LAW OF THE PEOPLE'S REPUBLIC OF CHINA (Adopted at the Second Session of the Ninth National People's Congress on March 15, 1999)CONTENTSGENERAL PROVISIONSCHAPTER 1 GENERAL PROVISIONSCHAPTER 2 CONCLUSION OF CONTRACTSCHAPTER 3 EFFECTIVENESS OF CONTRACTSCHAPTER 4 PERFORMANCE OF CONTRACTSCHAPTER 5 MODIFICATION AND ASSIGNMENT OF CONTRACTSCHAPTER 6 TERMINATION OF THE RIGHTS AND OBLIGATIONS OF CONTRACTSCHAPTER 7 LIABILITY FOR BREACH OF CONTRACTSCHAPTER 8 MISCELLANEOUS PROVISIONS SPECIFIC PROVISIONSCHAPTER 9 CONTRACTS FOR SALESCHAPTER 10 CONTRACTS FOR SUPPLY AND USE OF ELECTRICITY, WATER, GAS OR HEATING CHAPTER 11 CONTRACTS FOR DONATIONCHAPTER 12 CONTRACTS FOR LOANSCHAPTER 13 CONTRACTS FOR LEASECHAPTER 14 CONTRACTS FOR FINANCIAL LEASECHAPTER 15 CONTRACTS FOR WORKCHAPTER 16 CONTRACTS FOR CONSTRUCTION PROJECTSCHAPTER 17 CONTRACTS FOR TRANSPORTATIONSECTION 1 GENERAL RULESSECTION 2 CONTRACTS FOR PASSENGER TRANSPORTATIONSECTION 3 CONTRACTS FOR GOODS TRANSPORTATIONSECTION 4 CONTRACTS FOR MULTI-MODAL TRANSPORTATIONCHAPTER 18 CONTRACTS FOR TECHNOLOGYSECTION 1 GENERAL RULESSECTION 2 CONTRACTS FOR TECHNOLOGY DEVELOPMENTSECTION 3 CONTRACTS FOR TECHNOLOGY TRANSFERSECTION 4 CONTRACTS FOR TECHNICAL CONSULTANCY AND TECHNICAL SERVICECHAPTER 19 CONTRACTS FOR STORAGECHAPTER 20 CONTRACTS FOR WAREHOUSINGCHAPTER 21 CONTRACTS FOR COMMISSIONCHAPTER 22 CONTRACTS FOR BROKERAGECHAPTER 23 CONTRACTS FOR INTERMEDIATION SUPPLEMENTARY PROVISIONSGENERAL PROVISIONSCHAPTER 1 GENERAL PROVISIONSArticle 1 This Law is formulated with a view to protecting the lawful rights and interests of the parties to contracts, maintaining the social economic order and promoting the progress of the socialist modernization drive.Article 2 A contract in this Law refers to an agreement establishing, modifying and terminating the civil rights and obligations between subjects of equal footing, that is, between natural persons, legal persons or other organizations.Agreements involving personal status relationship such as on matrimony, adoption, guardianship, etc. shall apply the provisions of other Laws.Article 3 The parties to a contract shall have equal legal status. No party may impose its will on the other party.Article 4 The parties shall have the rights to be voluntary to enter into a contract in accordance with the law. No unit or individual may illegally interfere.Article 5 The parties shall abide by the principle of fairness in defining the rights and obligations of each party.Article 6 The parties must act in accordance with the principle of good faith, no matter in exercising rights or in performing obligations.Article 7 In concluding and performing a contract, the parties shall abide by the laws and administrative regulations, observe social ethics. Neither party may disrupt the socio-economic order or damage the public interests.Article 8 As soon as a contract is established in accordance with the law, it shall be legally binding on the parties. The parties shall perform their respective obligations in accordance with the terms of the contract. Neither party may unilaterally modify or rescind the contract.The contract established according to law shall be under the protection of law.CHAPTER 2 CONCLUSION OF CONTRACTSArticle 9 In concluding a contract, the parties shall have appropriate civil capacity of right and civil capacity of conduct.The parties may conclude a contract through an agent in accordance with the law.Article 10 The parties may conclude a contract in written, oral or other forms.Where the laws or administrative regulations require a contract to be concluded in written form, the contract shall be in written form. If the parties agree to do so, the contract shall be concluded in written form.Article 11 The written forms mean the forms which can show the described contents visibly, such as a written contractual agreement, letters, and data-telex (including telegram, telex, fax, EDI and e-mails).Article 12 The contents of a contract shall be agreed upon by the parties, and shall contain the following clauses in general:(1) title or name and domicile of the parties;(2) contract object;(3) quantity;(4) quality;(5) price or remuneration;(6) time limit, place and method of performance;(7) liability for breach of contract; and(8) methods to settle disputes.The parties may conclude a contract by reference to the model text of each kind of contract.Article 13 The parties shall conclude a contract in the form of an offer and acceptance.Article 14 An offer is a proposal hoping to enter into a contract with other parties. The proposal shall comply with the following stipulations:(1) Its contents shall be detailed and definite;(2) It indicates the proposal of the offeror to be bound in case of acceptance.Article 15 An invitation for offer is a proposal for requesting other parties to make offers to the principal. Price forms mailed, public notices of auction and tender, prospectuses and commercial advertisements, etc. are invitations for offer.Where the contents of a commercial advertisement comply with the terms of the offer, it may be regarded as an offer.Article 16 An offer becomes effective when it reaches the offeree.If a contract is concluded by means of data-telex, and a recipient appoints a specific system to receive the data-telex, the time when the data-telex enters the system shall be the time of arrival; if no specific system is appointed, the time when the data-telex first enters any of the recipient's systems shall be regarded as the time of arrival.Article 17 An offer may be withdrawn, if the withdrawal notice reaches the offeree before or at the same time when the offer arrives.Article 18 An offer may be revoked, if the revocation reaches the offeree before it has dispatched an acceptance.Article 19 An offer may not be revoked, if(1) the offeror indicates a fixed time for acceptance or otherwise explicitly states that the offer is irrevocable; or(2) the offeree has reasons to rely on the offer as being irrevocable and has made preparation for performing the contract.Article 20 An offer shall be null and void under any of the following circumstances:(1) The notice of rejection reaches the offeror;(2) The offeror revokes its offer in accordance with the law;(3) The offeree fails to make an acceptance at the time when the time limit for acceptance expires;(4) The offeree substantially alters the contents of the offer.Article 21 An acceptance is a statement made by the offeree indicating assent to an offer.Article 22 Except that it is based on transaction practices or that the offer indicates an acceptance may be made by performing an act, the acceptance shall be made by means of notice.Article 23 An acceptance shall reach the offeror within the time limit fixed in the offer.Where no time limit is fixed in the offer, the acceptance shall arrive in accordance with the following provisions:(1) If the offer is made in dialogues, the acceptance shall be made immediately except as otherwise agreed upon by the parties;(2) If the offer is made in forms other than a dialogue, the acceptance shall arrive within a reasonable period of time.Article 24 Where the offer is made in a letter or a telegram, the time limit for acceptance commences from the date shown in the letter or from the moment the telegram is handed in for dispatch. If no such date is shown in the letter, it commences from the date shown on the envelope. Where an offer is made by means of instantaneous communication, such as telephone or facsimile, the time limit for acceptance commences from the moment that the offer reaches the offeree.Article 25 A contract is established when the acceptance becomes effective.Article 26 An acceptance becomes effective when its notice reaches the offeror. If an acceptance needn't be notified, it becomes effective when an act of acceptance is performed in accordance with transaction practices or as required in the offer.Where a contract is concluded in the form of data-telex, the time when an acceptance arrives shall apply the provisions of Paragraph 2, Article 16 of this Law.Article 27 An acceptance may be withdrawn, but a notice of withdrawal shall reach the offeror before the notice of acceptance reaches the offeror or at the same time when the acceptance reaches the offeror.Article 28 Where an offeree makes an acceptance beyond the time limit for acceptance, the acceptance shall be a new offer except that the offeror informs the offeree of the effectiveness of the said acceptance promptly.Article 29 If the offeree dispatches the acceptance within the time limit for acceptance which can reach the offeror in due time under normal circumstances, but the acceptance reaches the offeror beyond the time limit because of other reasons, the acceptance shall be effective, except that, the offeror informs the offereepromptly that it does not accept the acceptance because it exceeds the time limit for acceptance.Article 30 The contents of an acceptance shall comply with those of the offer. If the offeree substantially modifies the contents of the offer, it shall constitute a new offer. The modification relating to the contract object, quality, quantity, price or remuneration, time or place or method of performance, liabilities for breach of contract and the settlement of disputes, etc., shall constitute the substantial modification of an offer.Article 31 If the acceptance does not substantially modifies the contents of the offer, it shall be effective, and the contents of the contract shall be subject to those of the acceptance, except as rejected promptly by the offeror or indicated in the offer that an acceptance may not modify the offer at all.Article 32 Where the parties conclude a contract in written form, the contract is established when both parties sign or affix a seal on it.Article 33 Where the parties conclude the contract in the form of a letter or data-telex, etc., one party may request to sign a letter of confirmation before the conclusion of the contract. The contract shall be established at the time when the letter of confirmation is signed.Article 34 The place of effectiveness of an acceptance shall be the place of the establishment of the contract.If the contract is concluded in the form of data-telex, the main business place of the recipient shall be the place of establishment. If no main business place, its habitual residence shall be considered to be the place of establishment. Where the parties agree otherwise, the place of establishment shall be subject to that agreement.Article 35 where the parties conclude a contract in written form, the place where both parties sign or affix a seal shall be the place where the contract is established.Article 36 A contract, which shall be concluded in written form as provided for by the laws and administrative regulations or as agreed upon by the parties, shall be established, as the parties do not use the written form, but one party has performed the principal obligation and the other party has received it.Article 37 A contract, which is concluded in written form, shall be established, if one party has performed its principal obligation and the other party has received it, before signature or affixing with a seal.Article 38 In case the State issues a mandatory plan or a State purchasing order task based on necessity, the relevant legal persons or other organizations shall conclude contracts between them in accordance with the rights and obligations as stipulated by the relevant laws and administrative regulations.Article 39 Where standard terms are adopted in concluding a contract, the party which supplies the standard terms shall define the rights and obligations between the parties abiding by the principle of fairness, request the other party to note the exclusion or restriction of its liabilities in reasonable ways, and explain the standard terms according to the requirement of the other party.Standard terms are clauses which are prepared in advance for general and repeated use by one party and which are not negotiated with the other party in concluding a contract.Article 40 When standard terms are under the circumstances stipulated in Article 52 and Article 53 of this Law, or the party which supplies the standard terms exempts itself from its liabilities, weights the liabilities of the other party, and excludes the rights of the other party, the terms shall be null and void.Article 41 If a dispute over the understanding of the standard terms occurs, it shall be interpreted according to general understanding. Where there are two or more kinds of interpretation, an interpretation unfavourable to the party supplying the standard terms shall be preferred. Where the standard terms are inconsistent with non-standard terms, the latter shall be adopted.Article 42 The party shall be liable for damages if it is under one of the following circumstances in concluding a contract and thus causing losses to the other party:(1) disguising and pretending to conclude a contract, and negotiating in bad faith;(2) concealing deliberately the important facts relating to the conclusion of the contract or providing deliberately false information;(3) performing other acts which violate the principle of good faith.Article 43 A business secret the parties learn in concluding a contract shall not be disclosed or unfairly used, no matter the contract is established or not. The party who causes the other party to suffer from losses due to disclosing or unfairly using the business secret shall be liable for damages.CHAPTER 3 EFFECTIVENESS OF CONTRACTSArticle 44 The contract established according to law becomes effective when it is established.With regard to contracts which are subject to approval or registration as provided for by the laws or administrative regulations, the provisions thereof shall be followed.Article 45 The parties may agree on some collateral conditions relating to the effectiveness of a contract. The contract with entry-into-force conditions shall be effective when such conditions are accomplished. The contract with dissolving conditions shall be null and void when such conditions are accomplished.To unfairly prevent the conditions from being accomplished by one party for its own interests shall be regarded as those conditions have been accomplished. To unfairly promoting the accomplishment of such conditions by one party shall be regarded as non-accomplishment.Article 46 The parties may agree on a conditional time period as to the effectiveness of the contract. A contract subject to an effective time period shall come into force when the period expires. A contract with termination time period shall become invalid when the period expires.Article 47 A contract concluded by a person with limited civil capacity of conduct shall be effective after being ratified afterwards by the person's statutory agent, but a pure profit-making contract or a contract concluded which is appropriate to the person's age, intelligence or mental health conditions need not be ratified by the person's statutory agent.The counterpart may urge the statutory agent to ratify the contract within one month. It shall be regarded as a refusal of ratification that the statutory agent does not make any expression. A bona fide counterpart has the right to withdraw it before the contract is ratified. The withdrawal shall be made by means of notice.Article 48 A contract concluded by an actor who has no power of agency, who oversteps the power of agency, or whose power of agency has expired and yet concludes it on behalf of the principal, shall have no legally binding force on the principal without ratification by the principal, and the actor shall be held liable.The counterpart may urge the principal to ratify it within one month. It shall be regarded as a refusal of ratification that the principal does not make any expression. A bona fide counterpart has the right to withdraw it before the contract is ratified. The withdrawal shall be made by means of notice.Article 49 If an actor has no power of agency, oversteps the power of agency, or the power of agency has expired and yet concludes a contract in the principal's name, and the counterpart has reasons to trust that the actor has the power of agency, the act of agency shall be effective.Article 50 Where a statutory representative or a responsible person of a legal person or other organization oversteps his/her power and concludes a contract, the representative act shall be effective except that the counterpart knows or ought to know that he/she is overstepping his/her powers.Article 51 Where a person having no right to disposal of property disposes of other persons' properties, and the principal ratifies the act afterwards or the person without power of disposal has obtained the power after concluding a contract, the contract shall be valid.Article 52 A contract shall be null and void under any of the following circumstances:(1) A contract is concluded through the use of fraud or coercion by one party to damage the interests of the State;(2) Malicious collusion is conducted to damage the interests of the State, a collective or a third party;(3) An illegitimate purpose is concealed under the guise of legitimate acts;(4) Damaging the public interests;(5) Violating the compulsory provisions of the laws and administrative regulations.Article 53 The following immunity clauses in a contract shall be null and void:(1) those that cause personal injury to the other party;(2) those that cause property damages to the other party as a result of deliberate intent or gross fault.Article 54 A party shall have the right to request the people's court or an arbitration institution to modify or revoke the following contracts:(1) those concluded as a result of serious misunderstanding;(2) those that are obviously unfair at the time when concluding the contract.If a contract is concluded by one party against the other party's true intentions through the use of fraud, coercion or exploitation of the other party's unfavorable position, the injured party shall have the right to request the people's court or an arbitration institution to modify or revoke it.Where a party requests for modification, the people's court or the arbitration institution may not revoke the contract.Article 55 The right to revoke a contract shall extinguish under any of the following circumstances:(1) A party having the right to revoke the contract fails to exercise the right within one year from the day that it knows or ought to know the revoking causes;(2) A party having the right to revoke the contract explicitly expresses or conducts an act to waive the right after it knows the revoking causes.Article 56 A contract that is null and void or revoked shall have no legally binding force ever from the very beginning. If part of a contract is null and void without affecting the validity of the other parts, the other parts shall still be valid.Article 57 If a contract is null and void, revoked or terminated, it shall not affect the validity of the dispute settlement clause which is independently existing in the contract.Article 58 The property acquired as a result of a contract shall be returned after the contract is confirmed to be null and void or has been revoked; where the property can not be returned or the return is unnecessary, it shall be reimbursed at its estimated price. The party at fault shall compensate the other party for losses incurred as a result therefore. If both parties are at fault, each party shall respectively be liable.Article 59 If the parties have maliciously conducted collusion to damage the interests of the State, a collective or a third party, the property thus acquired shall be turned over to the State or returned to the collective or the third party.CHAPTER 4 PERFORMANCE OF CONTRACTSArticle 60 The parties shall perform their obligations thoroughly according to the terms of the contract.The parties shall abide by the principle of good faith and perform the obligations of notice, assistance andmaintaining confidentiality, etc. based on the character and purpose of the contract or the transaction practices.Article 61 Where, after the contract becomes effective, there is no agreement in the contract between the parties on the terms regarding quality, price or remuneration and place of performance, etc. or such agreement is unclear, the parties may agree upon supplementary terms through consultation. In case of a failure in doing so, the terms shall be determined from the context of relevant clauses of the contract or by transaction practices.Article 62 If the relevant terms of a contract are unclear, nor can it be determined according to the provisions of Article 61 of this Law, the provisions below shall be applied:(1) If quality requirements are unclear, the State standards or trade standards shall be applied; if there are no State standards or trade standards, generally held standards or specific standards in conformity with the purpose of the contract shall be applied.(2) If the price or remuneration is unclear, the market price of the place of performance at the time concluding the contract shall be applied; if the government-fixed price or government-directed price shall be followed in accordance with the law, the provisions of the law shall be applied.(3) If the place of performance is unclear, and the payment is currency, the performance shall be effected at the place of location of the party receiving the payment; if real estate is to be delivered, the performance shall be effected at the place of location of the real estate; in case of other contract objects, the performance shall be effected at the place of location of the party fulfilling the obligations.(4) If the time limit for performance is unclear, the obligor may at any time fulfill the obligations towards the obligee; the obligee may also demand at any time that the obligor performs the obligations, but a time period for necessary preparation shall be given to the obligor.(5) If the method of performance is unclear, the method which is advantageous to realize the purpose of the contract shall be adopted.(6) If the burden of the expenses of performance is unclear, the cost shall be assumed by the obligor.Article 63 In cases where the government-fixed price or government- directed price is followed in a contract, if the said price is readjusted within the time limit for delivery as stipulated in the contract, the payment shall be calculated according to the price at the time of delivery. If the delivery of the object is delayed and the price has risen, the original price shall be adopted; while the price has dropped, the new price shall be adopted. In the event of delay in taking delivery of the object or late payment, if the price has risen, the new price shall be adopted; while the price has dropped, the original price shall be adopted.Article 64 Where the parties agree that the obligor performs the obligations to a third party, and the obligor fails to perform the obligations to the third party or the performance does not meet the terms of the contract, the obligor shall be liable to the obligee for the breach of contract.Article 65 Where the parties agree that a third party performs the obligations to the obligee, and the third party fails to perform the obligations or the performance does not meet the terms of the contract, the obligor shall be liable to the obligee for the breach of contract.Article 66 If both parties have obligations towards each other and there is no order of priority in respect of the performance of obligations, the parties shall perform the obligations simultaneously. One party has the right to reject the other party's request for performance before the other party's performance. One party has the right to reject the other party's corresponding request for performance if the other party's performance does not meet the terms of the contract.Article 67 Where both parties have obligations towards each other and there has been an order of priority in respect of the performance, and the party which shall render its performance first has not rendered the performance; the party which may render its performance lately has the right to reject the other party's request for performance. Where the party which shall render its performance first violates the terms of a contract while fulfilling the obligations, the party which may render its performance lately has the right to reject the other party's corresponding request for performance.Article 68 One party, which shall render its performance first, may suspend its performance, if it has conclusive evidence that the other party is under any of the following circumstances:(1) Its business conditions are seriously deteriorating;(2) It moves away its property and takes out its capital secretly to evade debt;(3) It loses its commercial credibility;(4) Other circumstances showing that it loses or is possible to lose the capacity of credit.Where a party suspends performance of a contract without conclusive evidence, it shall be liable for the breach of contract.Article 69 One party to a contract which suspends its performance of the contract in accordance with the provisions of Article 68 of this Law, shall promptly inform the other party of such suspension. It shall resume its performance of the contract when the other party provides a sure guarantee. After the suspension of the performance, if the other party does not reinstate its capacity of performance and does not provide with a sure guarantee, the party suspending performance of the contract may rescind the contract.Article 70 If the obligee does not notify the obligor its separation, merger or a change of its domicile so as to make it difficult for the obligor to perform the obligations, the obligor may suspend the performance of the contract or have the object deposited.Article 71 The obligee may reject an advance performance of the contract by the obligor, except that the advance performance does not damage the interests of the obligee.Additional expenses caused to the obligee by advance performance shall be borne by the obligor.Article 72 The obligee may reject the partial performance of the contract by the obligor, except that the partial performance does not damage the interests of the obligee.Additional expenses caused to the obligee by partial performance shall be borne by the obligor.Article 73 If the obligor is indolent in exercising its due creditor's right, thus damaging the interests of the obligee, the obligee may request the people's court for subrogation in its own name, except that the creditor's right exclusively belongs to the obligor.The subrogation shall be exercised within the scope of the creditor's right of the obligee. The necessary expenses caused to the obligee by exercising subrogation shall be borne by the obligor.Article 74 If the obligor renounces its due creditor's right or transfers its property gratis, thus damaging the interests of the obligee, the obligee may request the people's court to revoke the obligor's act. If the obligor transfers its property at an obviously unreasonable low price, thus damaging the interests of the obligee, and the transferee knows such situation, the obligee may request the people's court to revoke the obligor's act.The right of revocation shall be exercised within the scope of the creditor's right of the obligee. The necessary expenses caused to the obligee by exercising the right of revocation shall be borne by the obligor.Article 75 The time limit for exercising the right of revocation shall be one year, commencing from the day when the obligee is aware or ought to be aware of the causes of revocation. If the right of revocation has not been exercised within five years from the day when the act of the obligor takes place, the right of revocation shall be extinguished.Article 76 After a contract becomes effective, the parties may not reject to perform the obligations of the contract because of modification of the title or name of the parties, or change of the statutory representative, the responsible person or the executive person of the parties.CHAPTER 5 MODIFICATION AND ASSIGNMENT OF CONTRACTSArticle 77 A contract may be modified if the parties reach a consensus through consultation.If the laws or administrative regulations stipulate that a contract shall be modified through the procedures of approval or registration, such provisions shall be followed.Article 78 If the contents of the modified contract agreed by the parties are unclear, it shall be presumed that the contract is not modified.Article 79 The obligee may assign, wholly or in part, its rights under the contract to a third party, except for the following circumstances:(1) The rights under the contract may not be assigned according to the character of the contract;。

何家弘法律英语第九章合同法英汉对照

Lesson 9 合同法Part One Contract and Contract Law 合同与合同法Contract, as we will use that term, ordinarily connotes an agreement between two or more persons—not merely a shared belief, but a common understanding as to something which is to be done in the future by one or both of them.当我们使用“合同”一词的时候,通常是说它是一份存在于两方或三方之间的契约。

它不是一种简单的信任,而是通常理解为合同的一方或双方在将来的时候都要去做的某种事情。

Sometimes, the term contract is used also to refer to a document—the set of papers in which such an agreement is set forth.有时候,“合同”也用来指一套包括四部分内容的文件。

For lawyers, contract usually is used to refer to agreement that has legal effect;i.e., it creates obligations for which some sort of legal enforcement will be available if performance is not forthcoming as promised.对于律师而言,“合同”通常是指具有法律效力的协议,即设置了一种法律义务,当某行为没有按照预先约定的那样去履行时,可以依照合同去依法强制履行。

Thus, it will sometimes be necessary to distinguish among three elements in a transaction, each of which can be called a contract: (1) the agreement –in-fact between the parties, (2) the agreement-as- written (which may or may not correspond accurately to the agreement-in-fact), and (3)the set of rights and duties created by (1) and (2).因此,有时候,在一次交易中,区分三种不同的因素就变得非常必要,这些因素中的每个因素都可以叫做合同:(1)双方之间的事实合同(2)书面合同,它可能与事实合同不完全一致(3)基于前(1)(2)两项而对应产生的权利和义务。

法律英语第9课

法律英语第9课《合同法介绍》中英对照Part One Contract and Contract Law合同与合同法1Contract, as we will use that term, ordinarily connotes an agreement between two or more persons—not merely a shared belief, but a common understanding as to something which is to be done in the future by one or both of them.1.当我们使用“合同”一词的时候，通常是说它是一份存在于两方或三方之间的契约。

它不是一种简单的信任，而是通常理解为合同的一方或双方在将来的时候都要去做的某种事情。

Sometimes, the term contract is used also to refer to a document—the set of papers in which such an agreement is set forth.2.有时候，“合同”也用来指一套包括四部分内容的文件。

For lawyers, contract usually is used to refer to agreement that has legal effect; i.e., it creates obligations for which some sort of legal enforcement will be available if performance is not forthcoming as promised.3.对于律师而言，“合同”通常是指具有法律效力的协议，即设置了一种法律义务，当某行为没有按照预先约定的那样去履行时，可以依照合同去依法强制履行。

【对于律师而言，“合同”通常是指当某方没有按照预先约定履行义务时，当事人可以依照这个文件依法强制对方去履行的法律协议书。

ContractLaw合同法

If we agree to something in dealing with the other party, the law of contracts is involved. For example, suppose we want to have a new machine built and installed by one of the firms which builds special equipment, the law of contracts forms an unseen backdrop for our attempts to acquire the machine. It is unlikely that we would have occasion to use these legal principles in a court action; but it might happen, and the best way to prevent the occurrence is to observe the following principles when the contract is formed and carried out.Agreement A contract is based upon an agreement--an offer and an acceptance To form the basis of a contract the offer and acceptance must be made with a serious intent to enter into a contractContracts must be entered into voluntarily and intentionally to be valid, This is, neither party is allowed to force the other into agreement; to do so is duress. Neither may one party persuade the other by false statements, for such is the basis of fraud. And it is just as truly fraud if the truth is concealed from one person by other. Of course, we are not all equally susceptible to being defrauded. You and I as engineers would be less likely to be frauded on an engineering contract than would a shoe vendor, for instance. Closely akin to fraud is an agreement which takes advantage of other's mistake. This does not mean a mistake as to value (for example, paying $995 for a refrigerator which you later find could have been purchased for $600). You are stuck with your bad bargain in such a transaction. And it does not mean a mistake in the interpretation of the contract terms — the parties are held to the legal meaning, and if the terms were not understood, they should have been changed. The type of mistake in which the law tends to protect the loser is more like this: Suppose we receive three bids on a machine that was estimated to cost $100,000. Two companies submit proposals at $110,000 and $105,000 and the Gray Machinery Company bids $60,000. Quite apparently someone at the Gray Company goofed; or maybe they have a way of doing the job which is greatly superior to that of their competitors. Either way, it seems reasonable that we should investigate before agreeing. In fact, if we merely accept the proposal, we may find ourselves without legal backing. In court cases on this question there seems to be a substantial tendency to relieve the unfortunate hider, for this question is far from settled law. Of course, there is a contrary argument – Gray should be more careful with offers to enter into contracts.Competency The parties to a contract must be competent to contract. If one of the parties is insane or a minor or is a corporation not chartered to do this kind of work, that party may be able to lawfully avoid performance of the contract. This seems somewhat unlikely in an engineering contract, but then improbable happenings are the stuff of which many law cases are made. Consideration Each contract must involve consideration – that is, what you get for what you give. The law usually does not concern itself with equating the value of the consideration exchanged. It is satisfied if the bargain was made freely and certain other conditions were met. That which is given as consideration must meet four requirements however: 1. It must have value -- that is, it cannot be completely devoid of value to the person receiving it. 2. It must be lawful, courts rarely uphold bargain to violate the law. 3. It must be possible. An agreement to do the impossible is more fantasy than contract. 4. It must be present or future. Past consideration is similar to a sunk cost. It cannot be used to support a present contract.Form The required form of contracts depends upon their nature – that is, certain kinds of contracts must be written to be enforceable. The categories of contracts required to be in writing are set forth in the particular state's statue of frauds. Briefly, contracts of this nature with which we are most likely to be involved are: (1) surety contracts – in the nature of "If he doesn't pay, I will", (2) contracts involving real estate, (3) contracts which cannot be performed in one year -- for example, an agreement to work for another for two years, and (4) certain types of sales contracts. This last type requires a little more explanation. It refers to sales contracts involving a price above five hundred dollars. To be enforceable, such contracts must be in writing, the buyer must take part or all of the goods involved, or the buyer must make part or entire payment. In other words, there are three ways to satisfy the statute of frauds in a sales contract.Mutuality If either person is not bound by the terms of a contract, then neither is the other. Those who write contracts occasionally make the error of writing one in such a way that one party has an opening or a "loophole" while the other seems tightly bound. It is comforting to note that one has a way out if the contract proves unfortunate. However, if the opening is there for one party to escape, the other has a right to use the same opening and there in legal effect no contract.。

何家弘法律英语第九章合同法

何家弘法律英语第九章合同法全文共3篇示例，供读者参考篇1Chapter Nine of He Jiahong's book "Legal English" discusses contract law. In this chapter, the author examines the principles of contract law in both common law and civil law jurisdictions, as well as the key elements of a contract, including offer, acceptance, consideration, intention to create legal relations, and capacity.One of the main topics covered in this chapter is the different types of contracts, including bilateral contracts, unilateral contracts, and contracts under seal. In addition, the author explores the concept of implied contracts and the distinction between formal and informal contracts.He Jiahong also discusses the formation of contracts, including the importance of offer and acceptance in creating a legally binding agreement. The author explains how an offer can be terminated, revoked, or rejected, and the requirements for acceptance to be valid.Another important aspect of contract law that is examined in this chapter is the doctrine of consideration. He Jiahong explains the significance of consideration in contract formation and the rules regarding adequacy of consideration and past consideration.Furthermore, the author delves into the principles of intention to create legal relations and capacity in contract law. He explains how parties must have the intention to be legally bound by the terms of a contract for it to be enforceable, and the rules regarding minors, intoxicated persons, and mentally incapacitated individuals entering into contracts.Overall, Chapter Nine of "Legal English" by He Jiahong provides a comprehensive overview of contract law principles and key concepts. By examining the various aspects of contract formation, the author offers a thorough understanding of the legal framework that governs contractual relationships in both common law and civil law systems.篇2Title: Chapter Nine of He Jiahong's "Legal English: Contract Law"Chapter Nine of He Jiahong's "Legal English: Contract Law" delves into the intricate details of contract law and provides a comprehensive overview of the key concepts and principles governing contractual relationships. This chapter examines the formation, interpretation, and enforcement of contracts, as well as the rights and obligations of the parties involved.One of the central themes of this chapter is the concept of offer and acceptance, which is essential for the formation of a valid contract. According to He Jiahong, an offer is a proposal by one party to enter into a contract on certain terms, while acceptance is the unconditional agreement to the terms of the offer. The chapter outlines the requirements for a valid offer and acceptance, including communication of the offer and acceptance, intention to create legal relations, and certainty of terms.Moreover, He Jiahong discusses the importance of consideration in contract law, which refers to the exchange of something of value between the parties. He explains that consideration is necessary to make a contract legally binding and distinguishes it from a mere promise or gift. The chapter explores different types of consideration, such as goods, services,or money, and highlights the role of consideration in preventing gratuitous promises.Furthermore, this chapter addresses the issue of contractual interpretation, emphasizing the importance of interpreting contracts objectively and in accordance with the parties' intentions. He Jiahong explains that the courts will consider the language of the contract, the surrounding circumstances, and the parties' conduct to determine the meaning of the agreement. He also discusses the various rules of contractual interpretation, such as the contra proferentem rule and the parole evidence rule.In addition, He Jiahong examines the remedies available for breach of contract, including damages, specific performance, and injunctions. He explains that damages are the most common remedy for breach of contract and can be awarded to compensate the non-breaching party for any losses suffered as a result of the breach. The chapter also explores the principles governing the assessment of damages, such as remoteness, mitigation, and causation.Overall, Chapter Nine of He Jiahong's "Legal English: Contract Law" provides a comprehensive overview of the key principles and concepts of contract law. It offers valuable insightsinto the formation, interpretation, and enforcement of contracts, as well as the rights and obligations of the parties involved. This chapter serves as an essential resource for students, practitioners, and scholars seeking to deepen their understanding of contract law in a legal English context.篇3Chapter 9 Contract LawContract law is a fundamental part of the legal system in most countries around the world. The principles of contract law govern the relationships between parties entering into agreements, and are essential for regulating commerce and promoting fairness in business dealings. In this chapter, we will examine the key concepts and principles of contract law as outlined by legal scholar He Jiahong in his book on legal English.One of the fundamental principles of contract law is the concept of offer and acceptance. An offer is a promise by one party to do something in exchange for something from the other party, and acceptance is the agreement to the terms of the offer. For a contract to be legally binding, there must be a valid offer and acceptance between the parties involved. This principle iscrucial in determining whether a contract exists and what the terms of the contract are.Another important concept in contract law is consideration. Consideration is the exchange of something of value between the parties, such as money, goods, or services. In order for a contract to be enforceable, there must be consideration from both parties. This principle ensures that both parties are giving something of value in exchange for the promises made in the contract.The principle of intention to create legal relations is also essential in contract law. This principle states that the parties must have intended for their agreement to be legally binding. In commercial agreements, this intention is usually assumed. However, in other types of agreements, such as family agreements, the intention to create legal relations may not be present, and therefore the agreement may not be legally binding.One of the key components of contract law is the concept of capacity. Capacity refers to the legal ability of a party to enter into a contract. Minors, people of unsound mind, and those under the influence of drugs or alcohol may lack capacity toenter into a contract. In these cases, the contract may be voidable by the party lacking capacity.Contracts can also be classified into different types, such as bilateral and unilateral contracts. Bilateral contracts involve a promise from each party to the other, while unilateral contracts involve a promise from one party in exchange for an act from the other party. Understanding the different types of contracts is essential for interpreting and enforcing contract law.In conclusion, contract law is a complex and important area of legal study. Understanding the key concepts and principles of contract law is essential for anyone entering into business agreements or other contractual relationships. By following the guidelines outlined in this chapter, parties can ensure that their agreements are legally binding and enforceable.。

合同法 Contract Law

Contract law- Introduction
3.1.1 Definition of Contract (p68)
An agreement made between two or more persons, with the intention of creating certain legal rights and duties, which is enforceable at law.
• Clausula rebus sic stantibus does not apply if the parties to a contract had contemplated for the occurrence of the changed circumstance. It only relates to the changed circumstances that were never contemplated by the parties.
• Exceptio Non Adimpleti Contractus: Latin: exception of a non-performed contract
• “Exceptio non adimpleti contractus ... the right to refuse to perform one’s obligations under a reciprocal contract unless or until the other party dos so.
simple contract could be made either expressly
or impliedly, orally or writing form.

Vocabulary-Contract Law 法律英语

Ｕｎｉｔ３acceptance [ək'septəns] n. 承诺, 同意，认可receiving something from another with the intent to keep it, and showing that this was based on a previous agreement. e.g. Their acceptance of the contract is still in doubt.act of Parliament ['pɑ:ləmənt] n. 议会制定法，法令，国会法案formally drafted and written law adopted by both chambers or houses of a legislature. e.g. An Act of Parliament creates a new law or changes an existing law.benefit ['benifit] n. 利益；益处；利润any profit or acquired right or privilege, primarily through a contract. e.g. Are you entitled to unemployment benefit?binding ['baindiŋ] n./a.约（拘）束力an agreement has been consciously made, and certain actions are now either required or prohibited. e.g. The agreement is binding on both parties.body of laws n.法的体系，法规录编legal system e.g. What body of laws standardizes interstate business regulations?breach [bri:tʃ] vt. 破坏，违反 a violation in the performance of or a failure to perform an obligation created by a promise, duty, or law without excuse or justification. e.g. Union officials denounced the action as a breach of the agreementcapacity [kə'pæsiti] n.资格；意思能力 a qualification, power, or ability (as to give consent or make a testament) created by operation of law e.g. He should be retained in his present capacity at a higher salary.case [keis] n.情况；案例；陈述 a statement of the facts or circumstances, as in a law court, esp. the argument of one side the case for the defendant e.g. In your case, we are prepared to be lenient.claimant ['kleimənt] n.请求权人；权利请求人；原告party making a formal demand for a payment or asserting a right (such as the ownership of a property) e.g. One of the problems is the bureaucracy the claimant has to face.common law n. 普通法；判例法；共同习惯法 a body of law that is based on custom and general principles and embodied in case law and that serves as precedent or is applied to situations not covered by statute e.g. The status of a married woman under common law.comply [kəm'plai] vi. 顺从，答应to act according to an order, set of rules or request e.g. Everyone should comply with the law.condition [kən'diʃən] n.（合同的）条件条款；状况条件 e.g. Find out what the conditions of the contract are.consent [kən'sent] v.& n.同意；赞同；答应；允许；合意express or implied approval, or voluntary agreement, compliance, or permission for some act, decision, or purpose. e.g. By the common consent of critics, Shakespeare is the prince of character delineatorsconsequential loss [kɔnsi'kwenʃəl] n. 从属损失,间接损失 a loss that arises as an indirect result of an act or event compare direct loss in this entry e.g. Consequential loss is the basic value of loss, specifically when it relates to the loss of a property's use.consideration [kənsidə'reiʃən] n.对价 a vital element in the law of contracts, consideration is a benefit which must be bargained for between the parties, and is the essential reason for a party entering into a contract e.g. I will do it for you for a small consideration (of 50).contract ['kɔntrækt] n. 合同，契约v. 订合同n. an agreement with specific terms between two or more persons or entities in which there is a promise to do something in return for a valuable benefit known as consideration / v. to enter into an agreement e.g. Marriage is, first of all, a contract which must be governed by justice.Ｕｎｉｔ６aforementioned [ə'fɔ:'menʃənd] adj. 上述的，前述的being the one previously mentioned or spoken of e.g. The aforementioned (person/persons) was/were acting suspiciously.aforesaid [ə'fɔ:sed] adj. 上述的, 前述的(常用于法律文件)... being the one previously mentioned or spoken of e.g. What does aforesaid mean?aggregate ['ægrigeit] n./a.1.集合,集体2.聚集3.总数,合计/ 合计的;聚集的 a sum total of many heterogenous things taken together e.g. The tax increases will, in the aggregate, cause much hardship.arbitration [ɑ:bi'treiʃn] n. 仲裁，公断the hearing and determination of a dispute by an impartial referee agreed to by both parties (often used to settle disputes between labor and management) e.g. I think the arbitration clause in the contract is acceptable. We are preparing to accept it.archaic term 古老的词 e.g. "Corporate" is an archaic termavailability [ə.veilə'biliti]n. 有效，有用，有益；可得到的人(或物) the quality of being at hand when needed e.g. Pertaining to the availability of a resource for more than one user at the same time.carriage ['kæridʒ] (衡平法)(诉讼一方当事人为若干人时)进行诉讼或主导诉讼权利clause [klɔ:z] n.条款，款项 a separate section of a legal document (as a statute or contract or will) e.g. A penalty clause was written into the contract.compensation [kɔmpen'seiʃən] n. 补偿，赔偿; 赔偿金，物something (such as money) given or received as payment or reparation (as for a service or loss or injury) e.g. He prejudiced his claim by demanding too much compensation.contractor [kən'træktə(r)] n. 立契约的人，承包商 a party to a contract e.g. The Detroit contractor was asked to kick$5,000 back as commission.copyright ['kɔpirait] n. 版权，著作权adj. 版权的 a document granting exclusive right to publish and sell literary or musical or artistic work e.g. The poem is still under copyright, so you have to pay to quote it.defective [di'fektiv] a.欠缺法律要件的lack of legal requirements e.g. The contract you gave me yesterday is defective..defined terms n. 定义词；规定的条件definition [defi'niʃən] n. 定义，阐释 a concise explanation of the meaning of a word or phrase or symbol e.g. T o give a definition of a word is more difficult than to give an illustration of its use.delivery [di'livəri] n.交付；引渡；分娩the voluntary transfer of something (title or possession) from one party to another e.g. The mother had an easy delivery.distributor [dis'tribjutə] n. 经销商，配电器someone who markets merchandise e.g. The distributor look with favor on your sample shipment.draft [dræft] n. 草图，汇票vt. 起草，征兵draw up an outline or sketch for something e.g. L/c is payable against your draft.engaged in 使从事于，使忙于,受雇于…e.g.The company is mainly engaged in producing deep groove.entitled to vt. 有资格(有权) be qualified to… e.g. Company of China is entitled to present.expiration [ekspi'reiʃən] n. 呼出，呼气，终止 a coming to an end of a contract period e.g. When is the expiration of your driving license?extent [iks'tent] n. 范围；扣押；临时所有权detention e.g. What’s you extent of contract?forthwith ['fɔ:θ'wiθ] adv. 立刻without delay or hesitation; with no time intervening e.g. The doctor came forthwith.from scratch 从零开始，从头做起from the beginning e.g. He lost all his money and had to start again completely from scratch.give notice v. 通知inform (somebody) of something e.g. Please give notice to me by letter of your plan.hereby [hiə'bai] adv. 因此，据此by means of this e.g. I hereby declare her elected.herein ['hiər'in] adv. 在此处，如此，鉴于in this place or thing or document e.g. In structured analysis, the study of shapes and forms, herein with respect to the structure of modular hierarchies and organizations.hereinafter ['hiərin'ɑ:ftə] adv. 以下，在下文中in a subsequent part of this document or statement or matter etc e.g. You will find the answer hereinafter.heretofore ['hiətu'fɔ:] adv. 以前，迄今为止used in negative statement to describe a situation that has existed up to this point or up to the present time e.g. The parties heretofore acting as trustee.hereunder [hiər'ʌndə] adv. 在下面;根据条款under the terms of this agreement e.g. We will do it hereunder.hirer ['haiərə] n. 租借者，雇主 a person responsible for hiring workers e.g. The Hirer Career Network is a place for jobseekers to connect with employers, career advisors, educators and recruitment specialists.import duty n. 进口税 a duty imposed on imports e.g. If we impose import duties, other countries may retaliate against us.in effect adj. 实际上，正在实行，有效exerting force or influence e.g. We protect the interests of investors by the legislation in effect.in full 全部地，不省略地referring to a quantity e.g. Effort and achievement are always in full accord.in transit 在运输中，在途中on the way e.g. Your tea is in transit.inadmissible [inəd'misəbl] adj. 不可容许的，不承认的not deserving to be admitted e.g. The evidence was held to be inadmissible.inasmuch as [inəz'mʌtʃəz] conj. 由于，因为，就... 来说since e.g. He is a Dane inasmuch as he was born in Denmark.inclusive of 将... 考虑在内，包含... contain e.g. The monthly rent is$20 inclusive of everything.incur [in'kə:] vt. 招致，蒙受make oneself subject to; bring upon oneself; become liable to e.g. Any expenses you may incur will be chargeable to the company.invoice ['invɔis] n. 发票，发货单，货物vt. 开票，寄发票，开清单send an bill to e.g. The goods or services itemized in an invoice.key obligations n.主要责任，义务manufacture [mænju'fæktʃə] n.产品v.制造n. the organized action of making of goods and services for sale v. make up something artificial or untrue e.g. Ammonia, coal tar and coke are all by-products obtained in the manufacture of coal gas.non-negotiable adj. 不可妥协的，不可转让的cannot be bought or sold e.g. He says his claim is non-negotiable.notwithstanding ['nɔtwiθ'stændiŋ] adv. 虽然，尽管prep. 纵使conj. 虽然despite anything to the contrary (usually following a concession) e.g. He tried to prevent the marriage but it still took place notwithstanding.obligation [ɔbli'geiʃən] n. 义务，责任;法律协议 a legal agreement specifying a payment or action and the penalty for failure to comply e.g. The company has to fulfill the terms of its obligation.on board 在船（车或飞机）上on a ship, train, plane or other vehicle e.g. The hijackers kept the pilot on board the plane as (a) hostage.option ['ɔpʃən] n. 选择(权), 可选物vt. 选择the act of choosing or selecting e.g. The former option favours the married man.outlet ['autlet] n. 出口，批发商店,销路 a place of business for retailing goods e.g. This cosmetics firm has 34 outlets in Britain.patent ['pætnt] n. 专利权，执照，专利品adj. 专利的，显著的vt. 获得专利权 a document granting an inventor sole rights to an invention e.g. The patent runs out in three years time.parties n.当事人the persons who are directly involved or interested in any act, affair, contract, transaction, or legal proceeding; opposing litigants e.g. Mary and Ken are joint parties in this case.precedent ['presidənt] n. 先例，惯例an example that is used to justify similar occurrences at a later time e.g. Imposing a lenient sentence for such a serious crime sets a dangerous precedent.premises ['premisiz] n. (企业，机构等)房产，经营场所land and the buildings on it e.g. Beverages sold in this restaurant can only be drunk on the premises.prior to 在... 之前before e.g. Prior to entering the nozzle, the steam is at high pressure.procure [prə'kjuə] vt. 获得，取得，促成get by special effort vi.拉皮条 e.g. He was accused of procuring women for his business associates.procurement [prə'kjuəmənt] n. 取得，征购，斡旋，促成the act of getting possession of something e.g. An interim management case study about a strategic procurement strategy for Lehman Brothers.property ['prɔpəti] n. 财产; 性质something owned; any tangible or intangible possession that is owned by someone e.g. Property brings duties and responsibilities.real property [ri:l 'prɔpəti] n. 不动产property consisting of houses and land e.g. The changing of real property to personal property or vice versa.referred to vt. 涉及，指的是，提作，参考，适用于suit for e.g. The new law does not refer to land used for farming.refund ['ri:fʌnd] n. 偿还vt. 付还，偿还借款，换回新公债money returned to a payer e.g. I'd like a refund.remedy for breach 要求补偿ask for Compensation e.g. remedy for breach of contractretailer ['ri:teilə] n. 零售商(店) a merchant who sells goods at retail e.g. The sale of goods in large quantities, as for resale by a retailer.said v. 说，讲vbl. 说，讲express in words e.g. The girl charged with murder was said to be mad and unfit to plead.same a.相同的pron.前述者 e.g. He praised my work and in the same breath told me I would have to leave.subject to 易受... 影响的，屈服于... 的，让步于... be forced e.g. Peasants used to be subject to the local landowner.sum [sʌm] n.金额；一定数量货币 a quantity of money e.g. I had to spend a large sum of money to get it back.supplier [sə'plaiə] n. 供应者，供应厂商，供应国someone whose business is to supply a particular service or commodity e.g. The equipment must be bought from a supplier approved by the company.take place v.发生come to pass e.g. Lengthy negotiations must take place before any agreement can be reached.template ['templit] n. 模板，样板 a model or standard for making comparisons e.g. Save the active document or template with its current name.term [tə:m] n.条款，期限 a limited period of time e.g. Since our contract is near its term we must negotiate a new one.terminated ['tə:mineit] adj. 有结尾的，有限的vt. 结束，终止，满期vi. 达到终点be the end of; be the last or concluding part of e.g. Your contract has been terminated.territory ['teritəri] n. 领土，版图，领域，范围the geographical area under the jurisdiction of a sovereign state e.g. They ceded territory to a neighboring state.thereby ['ðɛə'bai] adv. 因此，从而by that means or because of that e.g. He became a citizen, thereby gaining the right to vote.therein [ðɛər'in] adv. 在其中，在那里，在那一点上in or into that thing or place e.g. Therein lies the crux of the matter.thereinafter [.ðɛərin'ɑ:ftə] adv. 在下文，以下in the following part of a given matter, as in a document or speech e.g. You will find it thereinafter easily.thereon [ðɛə'ɔn] adv. 关于那; 以…为根据；由…而产生on that e.g. text and commentary thereonthereto [ðɛə'tu:] adv. 到那里，另外to that e.g. They signed the agreement and the documents appended thereto.trademark ['treidmɑ:k] n. 商标 a formally registered symbol identifying the manufacturer or distributor of a product e.g. A trademark for a microcomputer operating system.trading ['treidiŋ] n. 商业，买卖，贸易buying or selling securities or commodities e.g. Trading on the Stock Exchange was light today.undertake [.ʌndə'teik] vt. 从事，保证promise to do or accomplish e.g. I'll undertake for your security.contract under seal n. 盖有公章的契约 a contract that is signed and has the (wax) seal of the signer attached e.g. Contracts under seal were in use long prior to the development of the requirement of consideration.contrary ['kɔntrəri] adj. 相反的，截然不同的adv. 相反(地) n. 反面，相反adj. opposite in nature or character adv. In opposition n. something that is contrary or opposite e.g. I will go on with my work unless I get the order to the contrary.courts of first instance n.一审法院 a court in which legal proceedings are begun or first heard e.g. The High Court is made up of the Court of Appeal and the Court of First Instance.cover ['kʌvə] n/v 庇护v.给…保险；投保n.保险n/v hide v.To invest (oneself) with a great deal of something n. contract of insurance e.g. We tried to find cover from the storm.deed [di:d] n.契据，行为 A document sealed as an instrument of bond, contract, or conveyance, especially relating to property. e.g. The money was given to us by deed of covenant.defective [di'fektiv] a.欠缺法律要件的lack of legal requirements e.g. The contract you gave me yesterday is defective..defendant [di'fendənt] n.被告人entity charged with an offense in a civil or criminal case e.g. The defendant is accused of theft.detriment ['detrimənt] n.损失；损害；不利益damage, harm, injury, or loss suffered by a person or property e.g. This tax can not be introduced without detriment to the economy.direct loss n. 直接损失property loss caused by an unbroken chain of events covered under an insurance policy e.g. Living room furniture lost in a fire originating in the kitchen is a direct loss.discharged [dis'tʃɑ:dʒd] adj. 获释的released, or liberated from custody e.g. The judge discharged the prisoner.disclose [dis'kləuz] vt. 揭露to make something known publicly, or to show something that was hidden e.g. The report disclosed that he had served in prison.dispute [di'spju:t] n./v(尤指引发诉讼之)争议；纠纷；冲突disagreement over the existence of a legal duty or right e.g. They are disputing about the rights and wrongs of the case.distinguishable [dis'tiŋgwiʃəbl] a.（案件或法律等）不同的,可识别的capable of being distinguished; separable; divisible e.g. Black is very distinguishable against a white backgrounddonation [dəu'neiʃən] n. 捐赠物，捐款，捐赠 a gift of property e.g. Her request for a donation met with a repulse.duress ['djuəres] n. 强迫，监禁prisonment e.g. compulsion a confession signed under duressduty ['dju:ti] n. 税;义务work that you are obliged to perform for moral or legal reasons e.g. I'm duty bound to visit my old aunt.elected adj.被选的，当选的chosen or decided by voting e.g. He was elected the leader of the union.enforceable [in'fɔ:səbl] a. 可执行的,可实施的capable of being enforced e.g. A gentleman's agreement is not usually enforceable by law.entire [in'taiə] adj. 全部的，完整的，同性质的constituting the full quantity or extent; complete e.g. I am in entire agreement with you.factor ['fæktə] n.代销商person or firm who buys accounts receivabl e before their due date at a discounted price e.g. He’s a competent factor.forbid [fə'bid] v. 不许，禁止;阻止;妨碍command against e.g. Lack of time forbids any further discussion at the point.general election ['dʒenərəl i'lekʃən] n. 大选，普选the election of representatives to a legislature from constituencies throughout the country. e.g. An early general election is certainly on the cards.House of Commons n. 下议院The lower house of Parliament e.g. The House of Commons and the House of Lords comprise/compose/constitute the British Parliament.House of Lords n. (英议会)上院the upper house of the British parliament e.g. The bill go through these stage first in the house of commons and then in the house of lord.injured party n. 受害方;原告起诉someone injured or killed in an accident e.g. The person who reported the offence may be interviewed by the police if that person is also the injured party.intention [in'tenʃən] n. 意图，意向，目的an anticipated outcome that is intended or that guides your planned actions e.g. They have no intention of getting married at present.issue ['iʃju:] 争议point of discussion or dispute e.g. Parliament will debate the nationalization issue next week.jurisdiction [dʒuəris'dikʃən] n. 司法权，审判权，管辖权，控制权the right and power to interpret and apply the law e.g. The court has no jurisdiction over foreign diplomats living in this country.legislation [ledʒis'leiʃən] n. 立法，法律the act of making or enacting laws e.g. The legislation was made retrospective.liability [laiə'biliti] n. 责任，债务，不利因素an obligation to pay money to another party e.g. If your liabilities exceed your assets, you may go bankrupt.Member of Parliament (MP) n.议院议员an elected member of the British Parliament: a member of the House of Commons e.g. If a Member of Parliament wishes to speak about a company with which he is connected, he must declare his interest.monarchy ['mɔnəki] n. 君主政体，君主国，君主政治an autocracy governed by a monarch who usually inherits the authority e.g. The power of the monarchy in britain today is more symbolical than real.obiter dictum n. 法官于判决中附带表示的意见，附带讲的话an opinion voiced by a judge on a point of law not directly bearing on the case in question and therefore not bindingobliged [ə'blaidʒd] adj. 义不容辞的，感激的under a moral obligation to do something e.g.I felt obliged to leave after such an unpleasant quarrel.offer ['ɔ:fə] n.要约v.发出要约n. something offered (as a proposal or bid) v. make available or accessible, provide or furnish e.g. He offered by mail.offeree [ɔfər'i:] n. 受盘人，被发价人one to whom an offer is made e.g. a unilateral contract consists of a promise on the part of the offeror and performance of the requisite terms by the offeree.offeror n. 要约人someone who presents something to another for acceptance or rejection e.g. An offer terminate on the death of the offeror.parties n.当事人the persons who are directly involved or interested in any act, affair, contract, transaction, or legal proceeding; opposing litigants e.g. Mary and Ken are joint parties in this case.party in breach n. 违约的合同当事人party in default e.g. the party in breach did not foresee the sentence.place n.地方，场所v.任命,安排place somebody in a particular situation or location e.g. The stockbroker has placed the money in industrial stock.precedent ['presidənt] n. 先例，惯例an example that is used to justify similar occurrences at a later time e.g. Imposing a lenient sentence for such a serious crime sets a dangerous precedent.principle of law n.法理 e.g. A rule or principle of law, especially when established by precedent.pronouncement [prə'naunsmənt] n. 宣告，声明，判决an authoritative declaration e.g. There has been no official pronouncement yet on the state of the president's health.propose [prə'pəuz] v. 计划，打算，向... 提议; 求婚make a proposal, declare a plan for something e.g. Did he propose to you?ratio decidendi n. 判决理由The underlying and core principle of the law upon which a case is decided. e.g. The underlying principle is called the ratio decidendireciprocal [ri'siprəkəl] adj. 相互的，互惠的，互补的concerning each of two or more persons or things; especially given or done in return e.g. They have a reciprocal agreement to combat terrorism.recorded [ri'kɔ:did] adj. 已记录的，录音的set down or registered in a permanent form especially on film or tape for reproduction e.g. It wasn't a recorded show, it was live.relevant ['relivənt] adj. 相关的，切题的，中肯的having a bearing on or connection with the subject at issue e.g. These facts are relevant to the case.restrictions [ri'strikʃən] n. 限制，约束 a principle that limits the extent of something e.g. The sale of firearms is subject to many legal restrictions.revoke [ri'vəuk] vt撤回, 废除, 宣告无效cancel officially e.g. His driving licence was revoked after the crash.senior court n.高级法院source of law n. 法的渊源法源the materials and processes out of which law is developed e.g. There are three main sources of law in the world.statute ['stætju:t] n. 法令，法规an act passed by a legislative body e.g. We must obey the statutes in this country.sue [su:] vt. 控告，起诉vi. 请求，追求，起诉institute legal proceedings against; file a suit against e.g. He had the gall to sue for damages.sum [sʌm] n.金额；一定数量货币 a quantity of money e.g. I had to spend a large sum of money to get it back.term [tə:m] n.条款，期限 a limited period of time e.g. Since our contract is near its term we must negotiate a new one.terms [tə:mz] n.术语；条件；金额the amount of money needed to purchase something e.g. The company has to fulfill the terms of its obligation.third party n. 第三方 a political party organized in opposition to the major parties in atwo-party system e.g. Money, property, a deed, or a bond put into the custody of a third party for delivery to a grantee only after the fulfillment of the conditions specified.unconditionally [ʌnkən'diʃənəli] adv. 无条件地not subject to a condition e.g. Parents love their children unconditionally.valid ['vælid] adj. 有确实根据的; 有效的; 正当的，合法的well grounded in logic or truth or having legal forc e e.g. A credit card is not a valid proof of identity.void [vɔid] adj. 空的，缺乏的，无效的lacking any legal or binding force e.g. This contract is null and void.voluntarily ['vɔləntərili] adv. 自动地，以自由意志out of your own free will e.g. An act of self-mortification or devotion performed voluntarily to show sorrow for a sin or other wrongdoing.Ｕｎｉｔ１０Act of God 天灾，不可抗力 a natural and unavoidable catastrophe that interrupts the expected course of events e.g. Nobody was hurt in the bus crash-it must have been an act of God.arises vi. 发生，出现，站立result or issue e.g. Instead of waiting until problems pile up, we should try to solve each as it arises.assets ['æset] n. 资产，有用的东西，优点anything of material value or usefulness that is owned by a person or company e.g. It is an intangible asset, and so be not show as an asset in a company's account, unless it figured as part of the purchase price paid when acquiring another company.assign [ə'sain] vt. 分配，指派，转让n. 受让人transfer one's right to e.g. They assigned his odd behavior to his ill health.assignee [.æsai'ni:] n. 受托者，代理人the party to whom something is assigned (e.g., someone to whom a right or property is legally transferred)assignor n. 让与人，委托人the party who makes an assignmentauthor ['ɔ:θə] n. 作者，著作人writes (books or stories or articles or the like) professionally (for pay) e.g. The book was translated without the sanction of the author.budget ['bʌdʒit] n. 预算vt. 为 ... 做预算vi. 节省开支 a sum of money allocated for a particular purpose e.g. Congress has approved the new educational budget.cease [si:s] n. 停止v. 停止，终了put an end to a state or an activity e.g. The newspaper had ceased publication.commission [kə'miʃən] n. 佣金; 犯罪行为;任务vt. 委任，委托; 使服役n. the act of committing a crime vt. place an order for e.g. He has secured two commissions to design buildings for a local authority.compensate ['kɔmpenseit] v. 偿还，补偿，付报酬make amends for; pay compensation for e.g. Nothing can compensate for the loss of one's health.confidential [.kɑ:nfi'denʃəl] adj. 秘密的，值得信赖的，机密的(of information) given in confidence or in secret e.g. Don't be too confidential with strangers.copyright ['kɔpirait] n. 版权，著作权adj. 版权的n. a document granting exclusive right to publish and sell literary or musical or artistic work v. secure a copyright on a written work e.g. Copyright expires 50 years after the death of the author.creative work n. 创造性工作 A creative work is a tangible manifestation of creative effort such as literature, music, paintings, and software. Creative works have in common a degree of arbitrariness, such that it is improbable that two people would independently create the same work. Creative works are part of property rights.The term is frequently used in the context of copyright law.creditor ['kreditə] n. 债权人，债主a person to whom money is owed by a debtor; someone to whom an obligation exists e.g. A temporary, conditional pledge of property to a creditor as security for performance of an obligation or repayment of a debt.disclose [dis'kləuz] vt. 揭露make known to the public information that was previously known only to a few people or that was meant to be kept a secret e.g. The report disclosed that he had served in prison.encumbrance [in'kʌmbrəns] n.财产负担；留置权any obstruction that impedes or is burdensome e.g. title clear of defects and encumbrance （产品无瑕疵和无负担）exceed [ik'si:d] vt. 超过，胜过，超出界限vi. 领先go beyond e.g. If your liabilities exceed your assets, you may go bankrupt.excused [iks'kju:z] n. 借口，理由；假条vt. 原谅，同意赦免excuse, overlook, or make allowances for; be lenient with e.g. His excuse for being late was that he had missed the train.expiration [ekspi'reiʃən] n. 呼出，呼气，终止a coming to an end of a contract period e.g. When is the expiration of your driving license?force majeure [fɔ:s mæ'zɜ:(r)] 不可抗力a natural and unavoidable catastrophe that interrupts the expected course of eventsfreelance n./v /adj. n. 自由作家; 自由记者；自由职业者a writer or artist who sells services to different employers without a long-term contract with any of them e.g. She work freelance so she do not have a regular income.grant [grɑ:nt] n. 授予物，补助金; 同意，给予n. 财产转让n. a transfer of property by deed of conveyance e.g. The government has rescued the firm from bankruptcy by giving them a grant.indemnity [in'demniti] n. 保证(赔偿，免罚) protection against future loss; legal exemption from liability for damages e.g. The victorious nations are demanding huge indemnities from their former enemies.indemnification [in.demnifi'keiʃən] n. 赔偿，赔偿金a sum of money paid in compensation for loss or injury e.g. Indemnification paid for such detention.infringe [in'frindʒ] v. 破坏，犯，违反go against, as of rules and laws e.g. The publishing house infringed his copyright.infringement [in'frindʒmənt] n. 违反(侵犯) a crime less serious than a felony e.g. That law is an out-and-out infringement of our civil rights.insolvent [in'sɔlvənt] adj. 无力偿还的，破产的n. 无力还偿者，破产者someone who has insufficient assets to cover their debts e.g. A priority of payment given to one or more creditors by an insolvent debtor.instalments [in'stɔ:lmənt] n. 分期付款，（连载作品或分集戏剧等的）一部分，一集=installment(美) a part of a broadcast serial; a part of a published serial e.g. He will pay back the money in monthly instalment.intellectual property rights 知识产权Trips（TRIPs）Trade Related Aspects of Intellectual Property Rights (与贸易有关的只是产权)invoice ['invɔis] n. 发票，发货单，货物vt. 开票，寄发票，开清单send an bill to e.g. The goods or services itemized in an invoice.。

法律英语第九课 Contract Law[精]

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