Chapter 3-contracts合同

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美国合同法重述(第二版)

RESTATEMENT (SECOND) OF CONTRACTS合同法第二次重述Chapter 1MEANING OF TERMS第一章合同条款的含义§1. CONTRACT DEFINEDA contract is a promise or a set of promises for the breach of which the law gives a remedy, or the performance of which the law in some way recognizes as a duty.§1.合同指的是一个允诺或一组允诺，如果违反此允诺，则法律给与救济；如果其履行了允诺，则法律以某种方式将其视为一项义务。

§2. PROMISE; PROMISOR; PROMISEE.(1) A promise is a manifestation of intention to act or refrain from acting in a specified way,so made as to justify a promisee in understanding that a commitment has been made.(2) The person manifesting the intention is the promisor.(3) The person to whom the manifestation is addressed is the promisee....(4) Where performance will benefits a person other than the promisee, that person is beneficiary.§2. 允诺；允诺人；受允诺人（1）允诺就是以特定方式实施或禁止实施某种行为的意思表示，这种意思表示使受允诺人正当地认为一个允诺已经作出。

Unit 3 contract

（1）The Law at the Place of Conclusion of Contracts Applies（适用合同订立地的法律）（2）The Law at the Place of Performance of Contracts Applies（适用合同履行地的法律）（3）The Law at the Place of Arbitration Applies（适用仲裁举行地的法律）

Formation of Contract
A. Preamble 约首部分 B. Body 基本条款 C. The Witness Clause约尾部分

Modification or Termination of Contract
CISG Article 29: (1) A contract may be modified or terminated by the mere agreement of the parties.
Unit 3
Contracts for the International Sale and Purchase of International Goods
Definition of Contract
A contract is an agreement between two or more competent parties in which an offer is made and accepted, and each party benefits. It is an agreement which sets forth binding obligations of the relevant parties.

Contracts 合同

拟定英文合同的注意事项用词特点(formal term)合同英语的用词极其考究，具有特定性。

要求选词专业化（professional）、正式（formal）、准确（accurate）。

具体体现在下列方面：1．May, shall, must ,may not (或shall not) 的使用，May, shall , must ,may not (或shall not)对学过英语的人再熟悉不过，但在合同中用这些词时要极其谨慎。

权利义务的约见定部分构成了合同的主体。

这几个词如选用不当，可能会引起纠纷。

may 旨在约定当事人的权利（可以做什么），Shall约定当事人的义务（应当做什么时候），must 用于强制性义务（必须做什么），may not (或shall not)用于禁止性义务（不得做什么）。

May do 不能说成can do，shall do, 不能说成should do 或ought to do，may not do 在美国一些法律文件可以用shall not，但绝不能用can not do或must not ) 例如，在约定解决争议的途径时的，可以说The parties hereto shall, first of all, settle any dispute arising from or in connection with the contract by friendly negotiations.Should such negotiations fail, such dispute may be referred to the People's Court having jurisdiction on such dispute for settlement in the absence of any arbitration clause in the disputed contract or in default of agreement reached after such dispute occurs.本句中的shall 和may表达准确。

合同法(英文版)

CONTRACT LAW OF THE PEOPLE'S REPUBLIC OF CHINACONTRACT LAW OF THE PEOPLE'S REPUBLIC OF CHINA(Adopted and Promulgated by the Second Session of the Ninth National People's Congress on March 15, 1999 )CONTENTSGeneral ProvisionsChapter 1 General ProvisionsChapter 2 Formation of ContractsChapter 3 Validity of ContractsChapter 4 Performance of ContractsChapter 5 Amendment and Assignment of ContractsChapter 6 Discharge of Contractual Rights and ObligationsChapter 7 Liability for Breach of ContractsChapter 8 Miscellaneous ProvisionsSpecific ProvisionsChapter 9 Contracts for SalesChapter 10 Contracts for Supply and Use of Electricity, Water, Gas, or HeatingChapter 11 Contracts for DonationChapter 12 Contracts for LoansChapter 13 Contracts for LeaseChapter 14 Contracts for Financial LeaseChapter 15 Contracts for Hired WorksChapter 16 Contracts for Construction ProjectChapter 17 Contracts for TransportationChapter 18 Contracts for TechnologyChapter 19 Contracts for StorageChapter 20 Contracts for WarehousingChapter 21 Contracts for Agency AppointmentChapter 22 Contracts for BrokerageChapter 23 Contracts for IntermediationSupplementary ProvisionsChapter Two Formation of ContractsArticle 9 Capacity; Contract through AgentIn entering into a contract, the parties shall have the appropriate capacities for civil rights and civil acts.A party may appoint an agent to enter into a contract on its behalf under the law.Article 10 Forms of Contract; Writing RequirementA contract may be made in a writing, in an oral conversation, as well as in any other form.A contract shall be in writing if a relevant law or administrative regulation so requires. A contract shall be in writing if the parties have so agreed.Article 11 Definition of WritingA writing means a memorandum of contract, letter or electronic message (including telegram, telex, facsimile, electronic data exchange and electronic mail), etc. which is capable of expressing its contents in a tangible form.Article 12 Terms of ContractThe terms of a contract shall be prescribed by the parties, and generally include the following: (i) names of the parties and the domiciles thereof;(ii) subject matter;(iii) quantity;(iv) quality;(v) price or remuneration;(vi) time, place and method of performance;(vii) liabilities for breach of contract;(viii) method of dispute resolution.The parties may enter into a contract by referencing a model contract for the relevant contract category.Article 13 Offer-AcceptanceA contract is concluded by the exchange of an offer and an acceptance.Article 14 Definition of OfferAn offer is a party's manifestation of intention to enter into a contract with the other party, which shall comply with the following:(i) Its terms are specific and definite;(ii) It indicates that upon acceptance by the offeree, the offeror will be bound thereby.Article 15 Invitation to OfferAn invitation to offer is a party's manifestation of intention to invite the other party to make an offer thereto. A delivered price list, announcement of auction, call for tender, prospectus, or commercial advertisement, etc. is an invitation to offer.A commercial advertisement is deemed an offer if its contents meet the requirements of an offer.Article 16 Effectiveness of Offer, Offer through Electronic MessageAn offer becomes effective when it reaches the offeree.When a contract is concluded by the exchange of electronic messages, if the recipient of an electronic message has designated a specific system to receive it, the time when the electronic message enters into such specific system is deemed its time of arrival; if no specific system has been designated, the time when the electronic message first enters into any of the recipient's systems is deemed its time of arrival.Article 17 Withdrawal of OfferAn offer may be withdrawn. The notice of withdrawal shall reach the offeree before or at the same time as the offer.Article 18 Revocation of OfferAn offer may be revoked. The notice of revocation shall reach the offeree before it has dispatched a notice of acceptance.Article 19 Irrevocable OfferAn offer may not be revoked:(i) if it expressly indicates, whether by stating a fixed time for acceptance or otherwise, that it is irrevocable;(ii) if the offeree has reason to regard the offer as irrevocable, and has undertaken preparation for performance.Article 20 Extinguishment of OfferAn offer is extinguished in any of the following circumstances:(i) The notice of rejection reaches the offeror;(ii) The offeror lawfully revokes the offer;(iii) The offeree fails to dispatch its acceptance at the end of the period for acceptance;(iv) The offeree makes a material change to the terms of the offer.Article 21 Definition of AcceptanceAn acceptance is the offeree's manifestation of intention to assent to an offer.Article 22 Mode of Acceptance; Acceptance by ConductAn acceptance shall be manifested by notification, except where it may be manifested by conduct in accordance with the relevant usage or as indicated in the offer.Article 23 Timely Dispatch of AcceptanceAn acceptance shall reach the offeror within the period prescribed in the offer.Where the offer does not prescribe a period for acceptance, the acceptance shall reach the offeror as follows:(i) Where the offer is made orally, the acceptance shall be dispatched immediately, unless otherwise agreed by the parties;(ii) Where the offer is made in a non-oral manner, the acceptance shall reach the offeror within a reasonable time.Article 24 Commencement of the Period for AcceptanceWhere an offer is made by a letter or a telegram, the period for acceptance commences on the date shown on the letter or the date on which the telegram is handed in for dispatch. If the letter does not specify a date, the period commences on the posting date stamped on the envelop. Where the offer is made through an instantaneous communication device such as telephone or facsimile, etc., the period for acceptance commences once the offer reaches the offeree.Article 25 Contract Formed upon Effectiveness of AcceptanceA contract is formed once the acceptance becomes effective.Article 26 Effectiveness of AcceptanceA notice of acceptance becomes effective once it reaches the offeror. Where the acceptance does not require notification, it becomes effective once an act of acceptance is performed in accordance with the relevant usage or as required by the offer.Where a contract is concluded by the exchange of electronic messages, the time of arrival of the acceptance shall be governed by Paragraph 2 of Article 16 hereof.Article 27 Withdrawal of AcceptanceAn acceptance may be withdrawn. The notice of withdrawal shall reach the offeror before or at the same time as the acceptance.Article 28 Late AcceptanceAn acceptance dispatched by the offeree after expiration of the period for acceptance constitutes a new offer, unless the offeror timely advises the offeree that the acceptance is valid.Article 29 Delayed Transmission of AcceptanceIf the offeree dispatched its acceptance within the period for acceptance, and the acceptance, which would otherwise have reached the offeror in due time under normal circumstances, reachesthe offeror after expiration of the period for acceptance due to any other reason, the acceptance is valid, unless the offeror timely advises the offeree that the acceptance has been rejected on grounds of the delay.Article 30 Acceptance Containing Material ChangeThe terms of the acceptance shall be identical to those of the offer. A purported acceptance dispatched by the offeree which materially alters the terms of the offer constitutes a new offer. A change in the subject matter, quantity, quality, price or remuneration, time, place and method of performance, liabilities for breach of contract or method of dispute resolution is a material change to the terms of the offer.Article 31 Acceptance Containing Non-material ChangesAn acceptance containing nonmaterial changes to the terms of the offer is nevertheless valid and the terms thereof prevail as the terms of the contract, unless the offeror timely objects to such changes or the offer indicated that acceptance may not contain any change to the terms thereof.Article 32 Time of Formation in Case of Memorandum of ContractWhere the parties enter into a contract by a memorandum of contract, the contract is formed when it is signed or sealed by the parties.Article 33 Time of Formation in Case of Letters or Electronic Messages; Confirmation Letter Where the parties enter into a contract by the exchange of letters or electronic messages, one party may require execution of a confirmation letter before the contract is formed. The contract is formed upon execution of the confirmation letter.Article 34 Place of Formation; Electronic MessagesThe place where the acceptance becomes effective is the place of formation of a contract.Where a contract is concluded by the exchange of electronic messages, the recipient's main place of business is the place of formation of the contract; if the recipient does not have a main place of business, its habitual residence is the place of formation of the contract. If the parties have agreed otherwise, such agreement prevails.Article 35 Place of Formation in Case of Memorandum of ContractWhere a contract is concluded by a memorandum of contract, its place of formation is the place where the parties sign or seal the contract.Article 36 Effect of Failure to Conclude Contract in WritingWhere a contract is to be concluded by a writing as required by the relevant law or administrative regulation or as agreed by the parties, if the parties failed to conclude the contract in writing but one party has performed its main obligation and the other party has accepted the performance, the contract is formed.Article 37 Effect of Failure to Sign in Case of Memorandum of ContractWhere a contract is to be concluded by a memorandum of contract, if prior to signing or sealing ofthe contract, one party has performed its main obligation and the other party has accepted the performance, the contract is formed.Article 38 Contract under State Mandatory PlanWhere the state has, in light of its requirements, issued a mandatory plan or state purchase order, the relevant legal persons and other organizations shall enter into a contract based on the rights and obligations of the parties prescribed by the relevant laws and administrative regulations.Article 39 Standard Terms; Duty to Call AttentionWhere a contract is concluded by way of standard terms, the party supplying the standard terms shall abide by the principle of fairness in prescribing the rights and obligations of the parties and shall, in a reasonable manner, call the other party's attention to the provision(s) whereby such party's liabilities are excluded or limited, and shall explain such provision(s) upon request by the other party.Standard terms are contract provisions which were prepared in advance by a party for repeated use, and which are not negotiated with the other party in the course of concluding the contract.Article 40 Invalidity of Certain Standard TermsA standard term is invalid if it falls into any of the circumstances set forth in Article 52 and Article53 hereof, or if it excludes the liabilities of the party supplying such term, increases the liabilities of the other party, or deprives the other party of any of its material rights.Article 41 Dispute Concerning Construction of Standard TermIn case of any dispute concerning the construction of a standard term, such term shall be interpreted in accordance with common sense. If the standard term is subject to two or more interpretations, it shall be interpreted against the party supplying it. If a discrepancy exists between the standard term and a non-standard term, the non-standard term prevails.Article 42 Pre-contract LiabilitiesWhere in the course of concluding a contract, a party engaged in any of the following conducts, thereby causing loss to the other party, it shall be liable for damages:(i) negotiating in bad faith under the pretext of concluding a contract;(ii) intentionally concealing a material fact relating to the conclusion of the contract or supplying false information;(iii) any other conduct which violates the principle of good faith.Article 43 Trade Secrets; Liability for Disclosure or Improper UseA party may not disclose or improperly use any trade secret which it became aware of in the course of negotiating a contract, regardless of whether a contract is formed. If the party disclosed or improperly used such trade secret, thereby causing loss to the other party, it shall be liable for damages.Chapter Three Validity of ContractsArticle 44 Effectiveness of ContractA lawfully formed contract becomes effective upon its formation.Where effectiveness of a contract is subject to any procedure such as approval or registration, etc. as required by a relevant law or administrative regulation, such provision applies.Article 45 Conditions Precedent; Conditions Subsequent; Improper Impairment or Facilitation The parties may prescribe that effectiveness of a contract be subject to certain conditions. A contract subject to a condition precedent becomes effective once such condition is satisfied. A contract subject to a condition subsequent is extinguished once such condition is satisfied. Where in order to further its own interests, a party improperly impaired the satisfaction of a condition, the condition is deemed to have been satisfied; where a party improperly facilitated the satisfaction of a condition, the condition is deemed not to have been satisfied.Article 46 Contract TermThe parties may prescribe a term for a contract. A contract subject to a time of commencement becomes effective at such time. A contract subject to a time of expiration is extinguished at such time.Article 47 Contract by Person with Limited CapacityA contract concluded by a person with limited capacity for civil act is valid upon ratification by the legal agent thereof, provided that a contract from which such person accrues benefits only or the conclusion of which is appropriate for his age, intelligence or mental health does not require ratification by his legal agent.The other party may demand that the legal agent ratify the contract within one month. If the legal agent fails to manifest his intention, he is deemed to have declined to ratify the contract. Prior to ratification of the contract, the other party in good faith is entitled to cancel the contract. Cancellation shall be effected by notification.Article 48 Contract by Unauthorized AgentAbsent ratification by the principal, a contract concluded on his behalf by a person who lacked agency authority, who acted beyond his agency authority or whose agency authority was extinguished is not binding upon the principal unless ratified by him, and the person performing such act is liable.The other party may demand that the principal ratify the contract within one month. Where the principal fails to manifest his intention, he is deemed to have declined to ratify the contract. Prior to ratification of the contract, the other party in good faith is entitled to cancel the contract. Cancellation shall be effected by notification.Article 49 Contract by Person with Apparent Agency AuthorityWhere the person lacking agency authority, acting beyond his agency authority, or whose agency authority was extinguished concluded a contract in the name of the principal, if it was reasonable for the other party to believe that the person performing the act had agency authority, such act of agency is valid.Article 50 Contract Executed by Legal RepresentativeWhere the legal representative or the person-in-charge of a legal person or an organization of any other nature entered into a contract acting beyond his scope of authority, unless the other party knew or should have known that he was acting beyond his scope of authority, such act of representation is valid.Article 51 Unauthorized Disposal of Property through ContractWhere a piece of property belonging to another person was disposed of by a person without the power to do so, such contract is nevertheless valid once the person with the power to its disposal has ratified the contract, or if the person lacking the power to dispose of it when the contract was concluded has subsequently acquired such power.Article 52 Invalidating CircumstancesA contract is invalid in any of the following circumstances:(i) One party induced conclusion of the contract through fraud or duress, thereby harming the interests of the state;(ii) The parties colluded in bad faith, thereby harming the interests of the state, the collective or any third party;(iii) The parties intended to conceal an illegal purpose under the guise of a legitimate transaction; (iv) The contract harms public interests;(v) The contract violates a mandatory provision of any law or administrative regulation.Article 53 Invalidity of Certain Exculpatory ProvisionsThe following exculpatory provisions in a contract are invalid:(i) excluding one party's liability for personal injury caused to the other party;(ii) excluding one party's liability for property loss caused to the other party by its intentional misconduct or gross negligence.Article 54 Contract Subject to Amendment or CancellationEither of the parties may petition the People's Court or an arbitration institution for amendment or cancellation of a contract if:(i) the contract was concluded due to a material mistake;(ii) the contract was grossly unconscionable at the time of its conclusion.If a party induced the other party to enter into a contract against its true intention by fraud or duress, or by taking advantage of the other party's hardship, the aggrieved party is entitled to petition the People's Court or an arbitration institution for amendment or cancellation of the contract.Where a party petitions for amendment of the contract, the People's Court or arbitration institution may not cancel the contract instead.Article 55 Extinguishment of Cancellation RightA party's cancellation right is extinguished in any of the following circumstances:(i) It fails to exercise the cancellation right within one year, commencing on the date when the party knew or should have known the cause for the cancellation;(ii) Upon becoming aware of the cause for cancellation, it waives the cancellation right by expressstatement or by conduct.Article 56 Effect of Invalidation or Cancellation; Partial Invalidation or CancellationAn invalid or canceled contract is not legally binding ab initio. Where a contract is partially invalid, and the validity of the remaining provisions thereof is not affected as a result, the remaining provisions are nevertheless valid.Article 57 Independence of Dispute Resolution ProvisionThe invalidation, cancellation or discharge of a contract does not impair the validity of the contract provision concerning the method of dispute resolution, which exists independently in the contract.Article 58 Remedies in Case of Invalidation or CancellationAfter a contract was invalidated or canceled, the parties shall make restitution of any property acquired thereunder; where restitution in kind is not possible or necessary, allowance shall be made in money based on the value of the property. The party at fault shall indemnify the other party for its loss sustained as a result. Where both parties were at fault, the parties shall bear their respective liabilities accordingly.Article 59 Remedies in Case of Collusion in Bad FaithWhere the parties colluded in bad faith, thereby harming the interests of the state, the collective or a third person, any property acquired as a result shall be turned over to the state or be returned to the collective or the third personChapter Four Performance of ContractsArticle 60 Full Performance; Performance in Good FaithThe parties shall fully perform their respective obligations in accordance with the contract.The parties shall abide by the principle of good faith, and perform obligations such as notification, assistance, and confidentiality, etc. in light of the nature and purpose of the contract and in accordance with the relevant usage.Article 61 Indeterminate Terms; Supplementary AgreementIf a term such as quality, price or remuneration, or place of performance etc. was not prescribed or clearly prescribed, after the contract has taken effect, the parties may supplement it through agreement; if the parties fail to reach a supplementary agreement, such term shall be determined in accordance with the relevant provisions of the contract or in accordance with the relevant usage.Article 62 Gap FillingWhere a relevant term of the contract was not clearly prescribed, and cannot be determined in accordance with Article 61 hereof, one of the following provisions applies:(i) If quality requirement was not clearly prescribed, performance shall be in accordance with the state standard or industry standard; absent any state or industry standard, performance shall be in accordance with the customary standard or any particular standard consistent with the purpose of the contract;(ii) If price or remuneration was not clearly prescribed, performance shall be in accordance with the prevailing market price at the place of performance at the time the contract was concluded, and if adoption of a price mandated by the government or based on government issued pricing guidelines is required by law, such requirement applies;(iii) Where the place of performance was not clearly prescribed, if the obligation is payment of money, performance shall be at the place where the payee is located; if the obligation is delivery of immovable property, performance shall be at the place where the immovable property is located; for any other subject matter, performance shall be at the place where the obligor is located;(iv) If the time of performance was not clearly prescribed, the obligor may perform, and the obligee may require performance, at any time, provided that the other party shall be given the time required for preparation;(v) If the method of performance was not clearly prescribed, performance shall be rendered in a manner which is conducive to realizing the purpose of the contract;(vi) If the party responsible for the expenses of performance was not clearly prescribed, the obligor shall bear the expenses.Article 63 Performance at Government Mandated PriceWhere a contract is to be implemented at a price mandated by the government or based on government issued pricing guidelines, if the government adjusts the price during the prescribed period of delivery, the contract price shall be the price at the time of delivery. Where a party delays in delivering the subject matter, the original price applies if the price has increased, and the new price applies if the price has decreased. Where a party delays in taking delivery or making payment, the new price applies if the price has increased, and the original price applies if the price has decreased.Article 64 Performance toward a Third PersonWhere the parties prescribed that the obligor render performance to a third person, if the obligor fails to render its performance to the third person, or rendered non-conforming performance, it shall be liable to the obligee for breach of contract.Article 65 Performance by a Third PersonWhere the parties prescribed that a third person render performance to the obligee, if the third person fails to perform or rendered non-conforming performance, the obligor shall be liable to the obligee for breach of contract.Article 66 Simultaneous PerformanceWhere the parties owe performance toward each other and there is no order of performance, the parties shall perform simultaneously. Prior to performance by the other party, one party is entitled to reject its requirement for performance. If the other party rendered non-conforming performance, one party is entitled to reject its corresponding requirement for performance.Article 67 Consecutive PerformanceWhere the parties owe performance toward each other and there is an order of performance, prior to performance by the party required to perform first, the party who is to perform subsequently isentitled to reject its requirement for performance. If the party required to perform first rendered non-conforming performance, the party who is to perform subsequently is entitled to reject its corresponding requirement for performance.Article 68 Right to Suspend PerformanceThe party required to perform first may suspend its performance if it has conclusive evidence establishing that the other party is in any of the following circumstances:(i) Its business has seriously deteriorated;(ii) It has engaged in transfer of assets or withdrawal of funds for the purpose of evading debts; (iii) It has lost its business creditworthiness;(iv) It is in any other circumstance which will or may cause it to lose its ability to perform. Where a party suspends performance without conclusive evidence, it shall be liable for breach of contract.Article 69 Notification upon Suspension of Performance; TerminationIf a party suspends its performance in accordance with Article 68 hereof, it shall timely notify the other party.If the other party provides appropriate assurance for its performance, the party shall resume performance. After performance was suspended, if the other party fails to regain its ability to perform and fails to provide appropriate assurance within a reasonable time, the suspending party may terminate the contract.Article 70 Difficulty in Rendering Performance Due to CombinationWhere after effecting combination, division, or change of domicile, the obligee failed to notify the obligor, thereby making it difficult to render performance, the obligor may suspend its performance or place the subject matter in escrow.Article 71 Right to Reject Early Performance; ExceptionThe obligee may reject the obligor's early performance, except where such early performance does not harm the obligee's interests.Any additional expense incurred by the obligee due to the obligor's early performance shall be borne by the obligor.Article 72 Right to Reject Partial Performance; ExceptionAn obligee may reject the obligor's partial performance, except where such partial performance does not harm the obligee's interests.Any additional expense incurred by the obligee due to the obligor's partial performance shall be borne by the obligor.Article 73 Subrogation; LimitationWhere the obligor delayed in exercising its creditor's right against a third person that was due, thereby harming the obligee, the obligee may petition the People's Court for subrogation, except where such creditor's right is exclusively personal to the obligor.The scope of subrogation is limited to the extent of the obligee's right to performance. Thenecessary expenses for subrogation by the obligee shall be borne by the obligor.Article 74 Obligee's Right to Cancel Manifestly Unreasonable Act by ObligorWhere the obligor waived its creditor's right against a third person that was due or assigned its property without reward, thereby harming the obligee, the obligee may petition the People's Court for cancellation of the obligor's act. Where the obligor assigned its property at a low price which is manifestly unreasonable, thereby harming the obligee, and the assignee was aware of the situation, the obligee may also petition the People's Court for cancellation of the obligor's act.The scope of cancellation right is limited to the extent of the obligee's right to performance. The necessary expenses for the obligee's exercise of its cancellation right shall be borne by the obligor.Article 75 Time Limit for Exercising Obligee's Cancellation RightThe obligee's cancellation right shall be exercised within one year, commencing on the date when it became, or should have become, aware of the cause for cancellation. Such cancellation right is extinguished if not exercised within five years, commencing on the date of occurrence of the obligor's act.Article 76 A Party's Internal Change Not Excuse for NonperformanceOnce a contract becomes effective, a party may not refuse to perform its obligations thereunder on grounds of any change in its name or change of its legal representative, person in charge, or the person handling the contract.Chapter Five Amendment and Assignment of ContractsArticle 77 Amendment; Amendment Subject to ApprovalA contract may be amended if the parties have so agreed.Where amendment to the contract is subject to any procedure such as approval or registration, etc. as required by a relevant law or administrative regulation, such provision applies.Article 78 Ambiguous Amendment Not EffectiveA contract term is construed not to have been amended if the parties failed to clearly prescribe the terms of the amendment.Article 79 Assignment of Rights; ExceptionsThe obligee may assign its rights under a contract in whole or in part to a third person, except where such assignment is prohibited:(i) in light of the nature of the contract;(ii) by agreement between the parties;(iii) by law.Article 80 Duty to Notify When Assigning Rights; Revocation of Assignment Subject to Assignee's ConsentWhere the obligee assigns its rights, it shall notify the obligor. Such assignment is not binding upon the obligor if notice was not given.A notice of assignment of rights given by the obligee may not be revoked, except with the consent。

美国合同法(第二次重述第1部分中英文)

CONTENT 目录（共十六章 385 条）Chapter 1 MEANING OF TERMS 第一章合同条款的含义Chapter 2 FORMA TION OF CONTRATCTS -------- P ARTIES AND CAPACITY第二章合同的订立——当事人及其缔约能力Chapter 3 FORMA TION OF CONTRACTS---MUTUAL ASSENT 第三章合同的订立——意思表示一致CHAPTER 4 FORMA TION OF CONTRACTS — CONSIDERA TION 第四章合同的订立——约因CHAPTER 5 THE STATUTE OF FRAUDS 第五章防止欺诈条例CHAPTER 6 MISTAKE 第六章错误CHAPTER 7 MISREPRESENTATION, DURESS AND UNDUE INFLUENCE 第七章虚假的意思表示，胁迫以及不当影响CHAPTER 8 UNENFORCEABILITY ON GROUNDS OF PUBLIC POLICY 第八章合同因公共政策而不可执行CHAPTER 9 THE SCOPE OF CONTRACTUAL OBLIGA TIONS 第九章合同义务的范围CHAPTER 10 PERFORMANCE AND NON-PERFORMANCE 第十章合同的履行与不履行CHAPTER 11 IMPRACTICABILITY OF PERFORMANCE AND FRUSTRATION OF PURPOSE 第十一章履行不能和履行目的落空CHAPTER 12 DISCHARGE BY ASSET OR ALTERATION 第十二章双方合意或变更合同以解除合同义务CHAPTER 13 JOINT AND SEVERAL PROMISORS AND PROMISEES 第十三章连带允诺人和受允诺人CHAPTER 14 CONTRACT BENEFICIARIES 第十四章合同受益人CHAPTER 15 ASSGINEMNT AND DELEGATON 第十五章合同权利的转让与合同义务的转托CHAPTER 16.REMEDIES 第十六章违约救济Chapter 1 MEANING OF TERMS 第一章合同条款的含义§1. CONTRACT DEFINED 合同定义A contract is a promise or a set of promises for the breach of which the law gives a remedy, or the performance of which the law in some way recognizes as a duty. 合同指的是一个允诺或一组允诺，如果违反此允诺，则法律给与救济；如果其履行了允诺，则法律以某种方式将其视为一项义务。

《中华人民共和国劳动法》中英文对照

Labor Law of the People's Republic of ChinaThe Labor Law of the People's Republic of China which has been adopted at the Eighth Meeting of the Standing Committee of the Eighth National People's Congress on July 5, 1994 is promulgated now, and shall enter into force as of January 1, 1995.中华人民共和国主席令（第二十八号）《中华人民共和国劳动法》已由中华人民共和国第八届全国人民代表大会常务委员会第八次会议于１９９４年７月５日通过，现予公布，自１９９５年１月１日起施行。

中华人民共和国主席江泽民１９９４年７月５日中华人民共和国劳动法（１９９４年７月５日第八届全国人民代表大会常务委员会第八次会议通过）目录第一章总则第二章促进就业第三章劳动合同和集体合同第四章工作时间和休息休假第五章工资第六章劳动安全卫生第七章女职工和未成年工特殊保护第八章职业培训第九章社会保险和福利第十章劳动争议第十一章监督检查第十二章法律责任第十三章附则Chapter 1 General Provisions 第一章总则Article 1 This Law is hereby formulated in accordance with the Constitution in order to protect the legitimate rights and interests of labourers, readjust labour relationship, establish and safeguard the labour system suiting the socialist market economy, and promote economic development and social progress.第一条【立法目的】为了保护劳动者的合法权益，调整劳动关系，建立和维护适应社会主义市场经济的劳动制度，促进经济发展和社会进步，根据宪法，制定本法。

Contract Translation

• 法律术语：arbitration award（仲裁裁决）、substantive law（实体法）、 termination（终止）、IN WITNESSTH WHEREOF（作为协议事项的证据）、 IN CONSIDERATION OF（考虑到）、 WHEREAS（鉴于）、 IN THE PRESENCE OF（见证人）、NOW THEREFORE（特此）、NOW THESE PRESENTS WITNESS（兹特立约为据）
• 2）有关价格、品质、交货的方式和时间地点、违约责任等方面的词句要准确详细。 • 例：自9月20日起，甲方已无权接受任何订单或收据。 • 译：Party A shall be unauthorized to accept any orders or to collect any account on and after September 20. • 3）有关指称应保持一致
• shall: 特定的法律词汇，表示下面情况属法定范围，广泛应用于非人称句式 • 例：L/C shall reach Party A before or on December 1, 2001. • 译：信用证须于2001年12月1日前或当天寄达甲方。 • 仅在公文中出现的as短语：as from（自…日期起）、as of（自…日期的）、as per（按照）
• 含有专业意义的日常词汇：collection（托收）、 confirm（保兑）、accept（承兑）、tolerance （公差）、more or less（溢短装） • 类义词并举：null and void（无效）、terms and conditions（条款）、by and between、free and clear（无） • 古英语词汇：here/ there/ where + 介词， aforesaid（上述的）、abovementioned（上述的）

合同法英文版

中华人民共和国合同法（英文）CONTRACT LAW OF THE PEOPLES REPUBLIC OF CHINA(Adopted and Promulgated by the Second Session of the Ninth National Peoples Congress on March 15, 1999 )CONTENTSGeneral ProvisionsChapter 1 General ProvisionsChapter 2 Formation of ContractsChapter 3 Validity of ContractsChapter 4 Performance of ContractsChapter 5 Amendment and Assignment of ContractsChapter 6 Discharge of Contractual Rights and Obligations Chapter 7 Liability for Breach of ContractsChapter 8 Miscellaneous ProvisionsSpecific ProvisionsChapter 9 Contracts for SalesChapter 10 Contracts for Supply and Use of Electricity, Water, Gas, or HeatingChapter 11 Contracts for DonationChapter 12 Contracts for LoansChapter 13 Contracts for LeaseChapter 14 Contracts for Financial LeaseChapter 15 Contracts for Hired WorksChapter 16 Contracts for Construction ProjectChapter 17 Contracts for TransportationChapter 18 Contracts for TechnologyChapter 19 Contracts for StorageChapter 20 Contracts for WarehousingChapter 21 Contracts for Agency AppointmentChapter 22 Contracts for BrokerageChapter 23 Contracts for IntermediationSupplementary ProvisionsChapter Two Formation of ContractsArticle 9 Capacity; Contract through AgentIn entering into a contract, the parties shall have the appropriate capacities for civil rights and civil acts.A party may appoint an agent to enter into a contract on its behalf under the law.Article 10 Forms of Contract; Writing RequirementA contract may be made in a writing, in an oral conversation, as well as in any other form.A contract shall be in writing if a relevant law or administrative regulation so requires. A contract shall be in writing if the parties have so agreed.Article 11 Definition of WritingA writing means a memorandum of contract, letter or electronic message (including telegram, telex, facsimile, electronic data exchange and electronic mail), etc. which is capable ofexpressing its contents in a tangible form.Article 12 Terms of ContractThe terms of a contract shall be prescribed by the parties, and generally include the following:(i) names of the parties and the domiciles thereof;(ii) subject matter;(iii) quantity;(iv) quality;(v) price or remuneration;(vi) time, place and method of performance;(vii) liabilities for breach of contract;(viii) method of dispute resolution.The parties may enter into a contract by referencing a model contract for the relevant contract category.Article 13 Offer-AcceptanceA contract is concluded by the exchange of an offer and anacceptance.Article 14 Definition of OfferAn offer is a partys manifestation of intention to enter into a contract with the other party, which shall comply with the following:(i) Its terms are specific and definite;(ii) It indicates that upon acceptance by the offeree, the offeror will be bound thereby.Article 15 Invitation to OfferAn invitation to offer is a partys manifestation of intention to invite the other party to make an offer thereto. A delivered price list, announcement of auction, call for tender, prospectus, or commercial advertisement, etc. is an invitation to offer.A commercial advertisement is deemed an offer if its contents meet the requirements of an offer.Article 16 Effectiveness of Offer, Offer through Electronic MessageAn offer becomes effective when it reaches the offeree. When a contract is concluded by the exchange of electronic messages, if the recipient of an electronic message has designated a specific system to receive it, the time when the electronic message enters into such specific system is deemed its time of arrival; if no specific system has been designated, the time when the electronic message first enters into any of the recipients systems is deemed its time of arrival.Article 17 Withdrawal of OfferAn offer may be withdrawn. The notice of withdrawal shall reach the offeree before or at the same time as the offer.Article 18 Revocation of OfferAn offer may be revoked. The notice of revocation shall reach the offeree before it has dispatched a notice of acceptance. Article 19 Irrevocable OfferAn offer may not be revoked:(i) if it expressly indicates, whether by stating a fixed time for acceptance or otherwise, that it is irrevocable;(ii) if the offeree has reason to regard the offer as irrevocable, and has undertaken preparation for performance. Article 20 Extinguishment of OfferAn offer is extinguished in any of the following circumstances: (i) The notice of rejection reaches the offeror;(ii) The offeror lawfully revokes the offer;(iii) The offeree fails to dispatch its acceptance at the end of the period for acceptance;(iv) The offeree makes a material change to the terms of the offer.Article 21 Definition of AcceptanceAn acceptance is the offerees manifestation of intention to assent to an offer.Article 22 Mode of Acceptance; Acceptance by ConductAn acceptance shall be manifested by notification, except where it may be manifested by conduct in accordance with the relevant usage or as indicated in the offer.Article 23 Timely Dispatch of AcceptanceAn acceptance shall reach the offeror within the period prescribed in the offer.Where the offer does not prescribe a period for acceptance, the acceptance shall reach the offeror as follows:(i) Where the offer is made orally, the acceptance shall be dispatched immediately, unless otherwise agreed by the parties;(ii) Where the offer is made in a non-oral manner, the acceptance shall reach the offeror within a reasonable time. Article 24 Commencement of the Period for AcceptanceWhere an offer is made by a letter or a telegram, the period for acceptance commences on the date shown on the letter or the date on which the telegram is handed in for dispatch. If the letter does not specify a date, the period commences on the posting date stamped on the envelop. Where the offer is made through an instantaneous communication device such as telephone or facsimile, etc., the period for acceptance commences once the offer reaches the offeree.Article 25 Contract Formed upon Effectiveness of Acceptance A contract is formed once the acceptance becomes effective. Article 26 Effectiveness of AcceptanceA notice of acceptance becomes effective once it reaches the offeror. Where the acceptance does not require notification, it becomes effective once an act of acceptance is performed in accordance with the relevant usage or as required by the offer. Where a contract is concluded by the exchange of electronic messages, the time of arrival of the acceptance shall be governed by Paragraph 2 of Article 16 hereof.Article 27 Withdrawal of AcceptanceAn acceptance may be withdrawn. The notice of withdrawal shall reach the offeror before or at the same time as the acceptance. Article 28 Late AcceptanceAn acceptance dispatched by the offeree after expiration of the period for acceptance constitutes a new offer, unless the offeror timely advises the offeree that the acceptance is valid.Article 29 Delayed Transmission of AcceptanceIf the offeree dispatched its acceptance within the period for acceptance, and the acceptance, which would otherwise have reached the offeror in due time under normal circumstances, reaches the offeror after expiration of the period for acceptance due to any other reason, the acceptance is valid, unless the offeror timely advises the offeree that the acceptance has been rejected on grounds of the delay.Article 30 Acceptance Containing Material ChangeThe terms of the acceptance shall be identical to those of the offer. A purported acceptance dispatched by the offeree which materially alters the terms of the offer constitutes a new offer.A change in the subject matter, quantity, quality, price or remuneration, time, place and method of performance, liabilities for breach of contract or method of dispute resolution is a material change to the terms of the offer. Article 31 Acceptance Containing Non-material ChangesAn acceptance containing nonmaterial changes to the terms of the offer is nevertheless valid and the terms thereof prevail as the terms of the contract, unless the offeror timely objectsto such changes or the offer indicated that acceptance may not contain any change to the terms thereof.Article 32 Time of Formation in Case of Memorandum of Contract Where the parties enter into a contract by a memorandum of contract, the contract is formed when it is signed or sealed by the parties.Article 33 Time of Formation in Case of Letters or Electronic Messages; Confirmation LetterWhere the parties enter into a contract by the exchange of letters or electronic messages, one party may require execution of a confirmation letter before the contract is formed. The contract is formed upon execution of the confirmation letter. Article 34 Place of Formation; Electronic MessagesThe place where the acceptance becomes effective is the place of formation of a contract.Where a contract is concluded by the exchange of electronic messages, the recipients main place of business is the place of formation of the contract; if the recipient does not have a main place of business, its habitual residence is the placeof formation of the contract. If the parties have agreed otherwise, such agreement prevails.Article 35 Place of Formation in Case of Memorandum of Contract Where a contract is concluded by a memorandum of contract, its place of formation is the place where the parties sign or seal the contract.Article 36 Effect of Failure to Conclude Contract in Writing Where a contract is to be concluded by a writing as required by the relevant law or administrative regulation or as agreed by the parties, if the parties failed to conclude the contract in writing but one party has performed its main obligation and the other party has accepted the performance, the contract is formed.Article 37 Effect of Failure to Sign in Case of Memorandum of ContractWhere a contract is to be concluded by a memorandum of contract, if prior to signing or sealing of the contract, one party has performed its main obligation and the other party has accepted the performance, the contract is formed.Article 38 Contract under State Mandatory PlanWhere the state has, in light of its requirements, issued a mandatory plan or state purchase order, the relevant legal persons and other organizations shall enter into a contract based on the rights and obligations of the parties prescribed by the relevant laws and administrative regulations.Article 39 Standard Terms; Duty to Call AttentionWhere a contract is concluded by way of standard terms, the party supplying the standard terms shall abide by the principle of fairness in prescribing the rights and obligations of the parties and shall, in a reasonable manner, call the other partys attention to the provision(s) whereby such partys liabilities are excluded or limited, and shall explain such provision(s) upon request by the other party.Standard terms are contract provisions which were prepared in advance by a party for repeated use, and which are not negotiated with the other party in the course of concluding the contract.Article 40 Invalidity of Certain Standard TermsA standard term is invalid if it falls into any of the circumstances set forth in Article 52 and Article 53 hereof, or if it excludes the liabilities of the party supplying such term, increases the liabilities of the other party, or deprives the other party of any of its material rights.Article 41 Dispute Concerning Construction of Standard Term In case of any dispute concerning the construction of a standard term, such term shall be interpreted in accordance with common sense. If the standard term is subject to two or more interpretations, it shall be interpreted against the party supplying it. If a discrepancy exists between the standard term and a non-standard term, the non-standard term prevails. Article 42 Pre-contract LiabilitiesWhere in the course of concluding a contract, a party engaged in any of the following conducts, thereby causing loss to the other party, it shall be liable for damages:(i) negotiating in bad faith under the pretext of concluding a contract;(ii) intentionally concealing a material fact relating to theconclusion of the contract or supplying false information; (iii) any other conduct which violates the principle of good faith.Article 43 Trade Secrets; Liability for Disclosure or Improper UseA party may not disclose or improperly use any trade secret which it became aware of in the course of negotiating a contract, regardless of whether a contract is formed. If the party disclosed or improperly used such trade secret, thereby causing loss to the other party, it shall be liable for damages. Chapter Three Validity of ContractsArticle 44 Effectiveness of ContractA lawfully formed contract becomes effective upon its formation.Where effectiveness of a contract is subject to any procedure such as approval or registration, etc. as required by a relevant law or administrative regulation, such provision applies. Article 45 Conditions Precedent; Conditions Subsequent;Improper Impairment or FacilitationThe parties may prescribe that effectiveness of a contract be subject to certain conditions. A contract subject to a condition precedent becomes effective once such condition is satisfied. A contract subject to a condition subsequent is extinguished once such condition is satisfied.Where in order to further its own interests, a party improperly impaired the satisfaction of a condition, the condition is deemed to have been satisfied; where a party improperly facilitated the satisfaction of a condition, the condition is deemed not to have been satisfied.Article 46 Contract TermThe parties may prescribe a term for a contract. A contract subject to a time of commencement becomes effective at such time.A contract subject to a time of expiration is extinguished at such time.Article 47 Contract by Person with Limited CapacityA contract concluded by a person with limited capacity for civil act is valid upon ratification by the legal agent thereof,provided that a contract from which such person accrues benefits only or the conclusion of which is appropriate for his age, intelligence or mental health does not require ratification by his legal agent.The other party may demand that the legal agent ratify the contract within one month. If the legal agent fails to manifest his intention, he is deemed to have declined to ratify the contract. Prior to ratification of the contract, the other party in good faith is entitled to cancel the contract. Cancellation shall be effected by notification.Article 48 Contract by Unauthorized AgentAbsent ratification by the principal, a contract concluded on his behalf by a person who lacked agency authority, who acted beyond his agency authority or whose agency authority was extinguished is not binding upon the principal unless ratified by him, and the person performing such act is liable.The other party may demand that the principal ratify the contract within one month. Where the principal fails to manifest his intention, he is deemed to have declined to ratify the contract. Prior to ratification of the contract, the otherparty in good faith is entitled to cancel the contract. Cancellation shall be effected by notification.Article 49 Contract by Person with Apparent Agency Authority Where the person lacking agency authority, acting beyond his agency authority, or whose agency authority was extinguished concluded a contract in the name of the principal, if it was reasonable for the other party to believe that the person performing the act had agency authority, such act of agency is valid.Article 50 Contract Executed by Legal RepresentativeWhere the legal representative or the person-in-charge of a legal person or an organization of any other nature entered into a contract acting beyond his scope of authority, unless the other party knew or should have known that he was acting beyond his scope of authority, such act of representation is valid. Article 51 Unauthorized Disposal of Property through Contract Where a piece of property belonging to another person was disposed of by a person without the power to do so, such contract is nevertheless valid once the person with the power to itsdisposal has ratified the contract, or if the person lacking the power to dispose of it when the contract was concluded has subsequently acquired such power.Article 52 Invalidating CircumstancesA contract is invalid in any of the following circumstances: (i) One party induced conclusion of the contract through fraud or duress, thereby harming the interests of the state;(ii) The parties colluded in bad faith, thereby harming the interests of the state, the collective or any third party; (iii) The parties intended to conceal an illegal purpose under the guise of a legitimate transaction;(iv) The contract harms public interests;(v) The contract violates a mandatory provision of any law or administrative regulation.Article 53 Invalidity of Certain Exculpatory ProvisionsThe following exculpatory provisions in a contract are invalid: (i) excluding one partys liability for personal injury caused to the other party;(ii) excluding one partys liability for property loss caused to the other party by its intentional misconduct or gross negligence.Article 54 Contract Subject to Amendment or Cancellation Either of the parties may petition the Peoples Court or an arbitration institution for amendment or cancellation of a contract if:(i) the contract was concluded due to a material mistake; (ii) the contract was grossly unconscionable at the time of its conclusion.If a party induced the other party to enter into a contract against its true intention by fraud or duress, or by taking advantage of the other partys hardship, the aggrieved party is entitled to petition the Peoples Court or an arbitration institution for amendment or cancellation of the contract. Where a party petitions for amendment of the contract, the Peoples Court or arbitration institution may not cancel the contract instead.Article 55 Extinguishment of Cancellation RightA partys cancellation right is extinguished in any of the following circumstances:(i) It fails to exercise the cancellation right within one year, commencing on the date when the party knew or should have known the cause for the cancellation;(ii) Upon becoming aware of the cause for cancellation, it waives the cancellation right by express statement or by conduct.Article 56 Effect of Invalidation or Cancellation; Partial Invalidation or CancellationAn invalid or canceled contract is not legally binding ab initio. Where a contract is partially invalid, and the validity of the remaining provisions thereof is not affected as a result, the remaining provisions are nevertheless valid.Article 57 Independence of Dispute Resolution ProvisionThe invalidation, cancellation or discharge of a contract does not impair the validity of the contract provision concerning the method of dispute resolution, which exists independently in the contract.Article 58 Remedies in Case of Invalidation or Cancellation After a contract was invalidated or canceled, the parties shall make restitution of any property acquired thereunder; where restitution in kind is not possible or necessary, allowance shall be made in money based on the value of the property. The party at fault shall indemnify the other party for its loss sustained as a result. Where both parties were at fault, the parties shall bear their respective liabilities accordingly. Article 59 Remedies in Case of Collusion in Bad FaithWhere the parties colluded in bad faith, thereby harming the interests of the state, the collective or a third person, any property acquired as a result shall be turned over to the state or be returned to the collective or the third personChapter Four Performance of ContractsArticle 60 Full Performance; Performance in Good FaithThe parties shall fully perform their respective obligations in accordance with the contract.The parties shall abide by the principle of good faith, and perform obligations such as notification, assistance, andconfidentiality, etc. in light of the nature and purpose of the contract and in accordance with the relevant usage.Article 61 Indeterminate Terms; Supplementary AgreementIf a term such as quality, price or remuneration, or place of performance etc. was not prescribed or clearly prescribed, after the contract has taken effect, the parties may supplement it through agreement; if the parties fail to reach a supplementary agreement, such term shall be determined in accordance with the relevant provisions of the contract or in accordance with the relevant usage.Article 62 Gap FillingWhere a relevant term of the contract was not clearly prescribed, and cannot be determined in accordance with Article 61 hereof, one of the following provisions applies:(i) If quality requirement was not clearly prescribed, performance shall be in accordance with the state standard or industry standard; absent any state or industry standard, performance shall be in accordance with the customary standard or any particular standard consistent with the purpose of the contract;(ii) If price or remuneration was not clearly prescribed, performance shall be in accordance with the prevailing market price at the place of performance at the time the contract was concluded, and if adoption of a price mandated by the government or based on government issued pricing guidelines is required by law, such requirement applies;(iii) Where the place of performance was not clearly prescribed, if the obligation is payment of money, performance shall be at the place where the payee is located; if the obligation is delivery of immovable property, performance shall be at the place where the immovable property is located; for any other subject matter, performance shall be at the place where the obligor is located;(iv) If the time of performance was not clearly prescribed, the obligor may perform, and the obligee may require performance, at any time, provided that the other party shall be given the time required for preparation;(v) If the method of performance was not clearly prescribed, performance shall be rendered in a manner which is conducive to realizing the purpose of the contract;(vi) If the party responsible for the expenses of performance was not clearly prescribed, the obligor shall bear the expenses.Article 63 Performance at Government Mandated PriceWhere a contract is to be implemented at a price mandated by the government or based on government issued pricing guidelines, if the government adjusts the price during the prescribed period of delivery, the contract price shall be the price at the time of delivery. Where a party delays in delivering the subject matter, the original price applies if the price has increased, and the new price applies if the price has decreased. Where a party delays in taking delivery or making payment, the new price applies if the price has increased, and the original price applies if the price has decreased.Article 64 Performance toward a Third PersonWhere the parties prescribed that the obligor render performance to a third person, if the obligor fails to render its performance to the third person, or rendered non-conforming performance, it shall be liable to the obligee for breach of contract.Article 65 Performance by a Third PersonWhere the parties prescribed that a third person render performance to the obligee, if the third person fails to perform or rendered non-conforming performance, the obligor shall be liable to the obligee for breach of contract.Article 66 Simultaneous PerformanceWhere the parties owe performance toward each other and there is no order of performance, the parties shall perform simultaneously. Prior to performance by the other party, one party is entitled to reject its requirement for performance. If the other party rendered non-conforming performance, one party is entitled to reject its corresponding requirement for performance.Article 67 Consecutive PerformanceWhere the parties owe performance toward each other and there is an order of performance, prior to performance by the party required to perform first, the party who is to perform subsequently is entitled to reject its requirement for performance. If the party required to perform first rendered non-conforming performance, the party who is to performsubsequently is entitled to reject its corresponding requirement for performance.Article 68 Right to Suspend PerformanceThe party required to perform first may suspend its performance if it has conclusive evidence establishing that the other party is in any of the following circumstances:(i) Its business has seriously deteriorated;(ii) It has engaged in transfer of assets or withdrawal of funds for the purpose of evading debts;(iii) It has lost its business creditworthiness;(iv) It is in any other circumstance which will or may cause it to lose its ability to perform.Where a party suspends performance without conclusive evidence, it shall be liable for breach of contract.Article 69 Notification upon Suspension of Performance; TerminationIf a party suspends its performance in accordance with Article 68 hereof, it shall timely notify the other party.If the other party provides appropriate assurance for its performance, the party shall resume performance. After performance was suspended, if the other party fails to regain its ability to perform and fails to provide appropriate assurance within a reasonable time, the suspending party may terminate the contract.Article 70 Difficulty in Rendering Performance Due to CombinationWhere after effecting combination, division, or change of domicile, the obligee failed to notify the obligor, thereby making it difficult to render performance, the obligor may suspend its performance or place the subject matter in escrow. Article 71 Right to Reject Early Performance; ExceptionThe obligee may reject the obligors early performance, except where such early performance does not harm the obligees interests.Any additional expense incurred by the obligee due to the obligors early performance shall be borne by the obligor. Article 72 Right to Reject Partial Performance; ExceptionAn obligee may reject the obligors partial performance, except where such partial performance does not harm the obligees interests.Any additional expense incurred by the obligee due to the obligors partial performance shall be borne by the obligor. Article 73 Subrogation; LimitationWhere the obligor delayed in exercising its creditors right against a third person that was due, thereby harming the obligee, the obligee may petition the Peoples Court for subrogation, except where such creditors right is exclusively personal to the obligor.The scope of subrogation is limited to the extent of the obligees right to performance. The necessary expenses for subrogation by the obligee shall be borne by the obligor. Article 74 Obligees Right to Cancel Manifestly Unreasonable Act by ObligorWhere the obligor waived its creditors right against a third person that was due or assigned its property without reward, thereby harming the obligee, the obligee may petition the。

国际经贸英语合同写作上册课后答案

国际经贸英语合同写作上册课后答案International Business English Contract WritingChapter 1: Introduction to Contract Writing1. What is a contract?A contract is a legally binding agreement between two or more parties that outlines the terms and conditions of their business relationship.2. What are the key elements of a contract?The key elements of a contract include offer, acceptance, consideration, legality, capacity, and consent.3. Why is contract writing important in international business?Contract writing is important in international business to ensure that all parties involved understand their rights and obligations, and to prevent misunderstandings and disputes.4. What are the differences between domestic and international contracts?International contracts often involve parties from different countries, multiple legal systems, and various currencies, making them more complex than domestic contracts.Chapter 2: Contract Types and Formats1. What are the different types of contracts?The different types of contracts include sales contracts, distribution agreements, licensing agreements, and joint venture agreements.2. What formats can contracts be written in?Contracts can be written in various formats, such as standard forms, letters of intent, memoranda of understanding, and formal written agreements.3. How can cultural differences impact contract writing?Cultural differences can impact contract writing by affecting language interpretation, negotiation styles, and business practices. It is important to consider cultural differences when drafting international contracts.Chapter 3: Contract Clauses and Terms1. What are boilerplate clauses?Boilerplate clauses are standard contract terms that are often included in contracts to address common issues, such as termination, indemnification, and governing law.2. What are the key terms to include in a contract?Key terms to include in a contract include payment terms, delivery terms, warranties, dispute resolution mechanisms, and confidentiality provisions.3. How can language be used to clarify contract terms?Language can be used to clarify contract terms by defining key terms, avoiding ambiguous language, and using clear and concise language.Chapter 4: Contract Negotiation and Drafting1. What are the key steps in contract negotiation?The key steps in contract negotiation include identifying the parties' interests, discussing and negotiating the terms of the contract, and reaching a mutual agreement.2. How can contracts be drafted effectively?Contracts can be drafted effectively by clearly outlining the parties' rights and obligations, using specific language, and referencing relevant laws and regulations.3. What are common pitfalls to avoid in contract drafting?Common pitfalls to avoid in contract drafting include using vague language, omitting key terms, and failing to capture the parties' intentions accurately.In conclusion, contract writing is a vital skill for professionals in international business. By understanding the key elements of contracts, the different types and formats of contracts, the importance of contract clauses and terms, and the best practices for contract negotiation and drafting, professionals can successfully navigate the complexities of international business contracts and build strong business relationships.。

contract英文合同范本

contract英文合同范本SAMPLE CONTRACTThis Contract is made and entered into as of [date] between [Party A's name] (hereinafter referred to as "Party A") and [Party B's name] (hereinafter referred to as "Party B").1. Scope of Work: Party A agrees to provide [description of services or goods] to Party B.2. Payment: Party B shall pay Party A the sum of [amount] within [time period] after the pletion of the work.3. Delivery/Performance Time: Party A shall deliver/perform the work [specific date].4. Warranties and Guarantees: Party A warrants that the goods or services provided shall meet the agreed-upon standards.5. Liability: In the event of any breach of this contract, the liable party shallbe responsible for damages.6. Termination: Either party may terminate this contract upon written notice in the event of a material breach.7. Governing Law: This contract shall be governed the laws of [applicable jurisdiction].In witness whereof, the parties hereto have caused this contract to be signed their authorized representatives on the date first above written.Party A: [Party A's signature]Party B: [Party B's signature]Please note that this is just a basic example and actual contracts will vary depending on the specific nature and requirements of the transaction. It is advisable to consult a legal professional for accurate and prehensive contract drafting.。

协议法中英文逐条对照版

中华人民共和国合同法Contract Law of the People's Republic of China 总则第一章一般规定第二章合同的订立第三章合同的效力第四章合同的履行第五章合同的变更和转让第六章合同的权利义务终止第七章违约责任第八章其他规定分则第九章买卖合同第十章供用电、水、气、热力合同第十一章赠与合同第十二章借款合同第十三章租赁合同第十四章融资租赁合同第十五章承揽合同第十六章建设工程合同第十七章运输合同第十八章技术合同第十九章保管合同第二十章仓储合同第二十一章委托合同第二十二章行纪合同第二十三章居间合同附则总则General Provisions第一章一般规定Chapter 1 General Provisions第一条【立法目的】为了保护合同当事人的合法权益，维护社会经济秩序，促进社会主义现代化建设，制定本法。

Article 1 This Law is enacted in order to protect the lawful rights and interests of the contracting parties, to maintain social and economic order, and to promote the process of socialist modernization.第二条【合同定义】本法所称合同是平等主体的自然人、法人、其他组织之间设立、变更、终止民事权利义务关系的协议。

婚姻、收养、监护等有关身份关系的协议，适用其他法律的规定。

Article 2 A contract in this Law refers to an agreement among natural persons, legal persons or other organizations as equal parties for the establishment, modification of a relationship involving the civil rights and obligations of such entities. Agreements concerning personal relationships such as marriage,adoption, guardianship, etc.shall be governed by the provisions in other laws.第三条【平等原则】合同当事人的法律地位平等，一方不得将自己的意志强加给另一方。

unit3简写本TenderDocumentandContracts标书与合同

过去确定的工程师、业主和承包商的关系。
业主 employer/client
工程师 engineer
承包商 contractor
现在确定的工程师、业主和承包商的关系。
employer/ client
业主
DAB
承包商
工程师
争端裁决委员会（Dispute Adjudication Board）
FIDIC施工合同条件（1999年第一版）的参与方
volumes（卷）in the tender document
Volume 1 ----- Contract Conditions Volume 2 ----- the Bill of Quantities Volume3 ----- Scope of Works Volume 4 and Volume 5 ----- Technical
合同条件概述 (1999)
The Internationalizing Project management in China
目前我国普遍采用的 “项目法人责任制” “招标投标制” “建设监理制” “合同管理制” 实际上均来源于FIDIC的这种传统模式。
Unit 3
对话 Tender documents and contracts标书和合同
Notes 2: The conditions of contract should be based on widely recognized conditions of contract such as “Conditions of Contract for Works of Civil Engineering Construction” (土木工程施工合同条件)and “Conditions of Contract for Electrical Material Works”(电工器材工程合同条件) published by FIDIC.

2024版国际贸易合同完整英文

2024版国际贸易合同完整英文Contract Table of ContentsChapter 1: Preliminary1.1 Contract Introduction1.2 Purpose and Scope of the Contract1.3 Definitions and InterpretationsChapter 2: Contracting Parties2.1 Details of Party A2.2 Details of Party B2.3 Qualifications and Capacities of the Parties Chapter 3: Subject Matter of the Contract3.1 Description of Goods3.2 Scope of Services3.3 Delivery StandardsChapter 4: Price Terms4.1 Composition of Price4.2 Payment Conditions4.3 Price Adjustment MechanismChapter 5: Delivery and Transportation5.1 Delivery Schedule5.2 Transportation Arrangements5.3 Risk and Transfer of OwnershipChapter 6: Quality Assurance and Acceptance6.1 Quality Standards6.2 Acceptance Procedures6.3 Warranty PeriodChapter 7: Liability for Breach of Contract7.1 Definition of Breach7.2 Remedial Measures for Breach7.3 Compensation for BreachChapter 8: Force Majeure8.1 Events of Force Majeure8.2 Notification Obligation8.3 Consequences of Force MajeureChapter 9: Contract Modification and Termination 9.1 Procedures for Contract Modification9.2 Conditions for Contract Termination9.3 Rights and Obligations after Termination Chapter 10: Dispute Resolution10.1 Methods of Dispute Resolution10.2 Applicable Law10.3 Jurisdiction for Dispute ResolutionChapter 11: Intellectual Property11.1 Ownership of Intellectual Property11.2 Restrictions on the Use of Intellectual Property 11.3 Liability for Intellectual Property Infringement Chapter 12: Confidentiality Agreement12.1 Scope of Confidential Information12.2 Obligations of Confidentiality12.3 Duration of ConfidentialityChapter 13: Additional Provisions13.1 Introduction of Additional Provisions13.2 Legal Effect of Additional Provisions13.3 Modification of Additional ProvisionsChapter 14: Signature Page14.1 Signature of Party A14.2 Signature of Party B14.3 Date of Signature14.4 Place of SignatureChapter 15: Miscellaneous15.1 Changes in Law15.2 Effectiveness of the Contract15.3 Integrity of the Contract合同编号______第一章：Preliminary1.1 Contract IntroductionThis contract is entered into by and between Party A, hereinafter referred to as "", and Party B, hereinafter referred to as "", collectively referred to as "the Parties".1.2 Purpose and Scope of the ContractThe purpose of this contract is to stipulate the terms of cooperation between the Parties in international trade, including but not limited to the delivery of goods, provision of services, and payment of prices.1.3 Definitions and InterpretationsKey terms used in this contract are defined in Appendix A. The interpretation of the contract terms shall follow the principles of fairness and good faith.第二章：Contracting Parties2.1 Details of Party AName of Party A: ______, Address: ______, Legal Representative:______.2.2 Details of Party BName of Party B: ______, Address: ______, Legal Representative:______.2.3 Qualifications and Capacities of the PartiesBoth Parties hereby declare and guarantee that they possess the legal qualifications and capabilities necessary for the execution and fulfillment of this contract.第三章：Subject Matter of the Contract3.1 Description of GoodsA detailed description of the product specifications, models, quantities, etc., is provided in Appendix B.3.2 Scope of ServicesIf the contract includes services, the content, standards, and requirements of the services are detailed in Appendix C.3.3 Delivery StandardsThe quality standards and delivery conditions that the goods or services should meet are specified in Appendix D.第四章：Price Terms4.1 Composition of PriceThe total contract price, unit price, taxes, transportation costs, etc., are detailed in Appendix E.4.2 Payment ConditionsThe method of payment, payment timelines, and interest on delayed payments are specified in Appendix F.4.3 Price Adjustment MechanismThe conditions, procedures, and calculation methods for price adjustments are detailed in Appendix G.第五章：Delivery and Transportation5.1 Delivery ScheduleThe specific delivery timelines and progress schedule for goods or services are detailed in Appendix H.5.2 Transportation ArrangementsThe mode of transportation, cost bearing, and transportation insurance are specified in Appendix I.5.3 Risk and Transfer of OwnershipThe point of risk transfer, conditions, and timing for the transfer of ownership are detailed in Appendix J.第六章：Quality Assurance and Acceptance6.1 Quality StandardsThe quality standards and specifications that goods or services should comply with are specified in Appendix K.6.2 Acceptance ProceduresThe acceptance process, timelines, and acceptance criteria are detailed in Appendix L.6.3 Warranty PeriodThe start and end times of the quality warranty period, conditions, and responsibilities are specified in Appendix M.第七章：Liability for Breach of Contract7.1 Definition of BreachActs or omissions that violate the contract terms or fail tofulfill obligations are detailed in Appendix N.7.2 Remedial Measures for BreachRemedial measures for breach, including but not limited to liquidated damages and compensation, are specified in Appendix O.7.3 Compensation for BreachThe scope, calculation method, and payment conditions for compensation for breach are detailed in Appendix P.第八章：Force Majeure8.1 Events of Force MajeureThe definition, scope, and types of force majeure events are specified in Appendix Q.8.2 Notification ObligationThe notification procedures and time requirements in the event of force majeure are detailed in Appendix R.8.3 Consequences of Force MajeureThe impact of force majeure on the performance of the contract and the rights and obligations of both Parties are specified in Appendix S.第九章：Contract Modification and Termination9.1 Procedures for Contract ModificationThe conditions, procedures, and effectiveness requirements for contract modifications are detailed in Appendix T.9.2 Conditions for Contract TerminationThe circumstances, procedures, and conditions for contract termination are specified in Appendix U.9.3 Rights and Obligations after TerminationThe rights, obligations, and responsibilities of both Parties after contract termination are detailed in Appendix V.第十章：Dispute Resolution10.1 Methods of Dispute ResolutionThe preferred method of dispute resolution is negotiation, with alternative methods specified in Appendix W.10.2 Applicable LawThe law applicable to the resolution of contract disputes is specified in Appendix X.10.3 Jurisdiction for Dispute ResolutionThe location and jurisdictional body for dispute resolution are detailed in Appendix Y.第十一章：Intellectual Property11.1 Ownership of Intellectual PropertyThe ownership and scope of rights of intellectual property involved in the contract are specified in Appendix Z.11.2 Restrictions on the Use of Intellectual PropertyThe conditions, restrictions, and authorization scope for the use of intellectual property are detailed in Appendix AA.11.3 Liability for Intellectual Property InfringementThe determination, responsibility, and relief measures for intellectual property infringement are specified in Appendix AB.Chapter 12: Confidentiality Agreement12.1 Scope of Confidential InformationThe definition, scope, and types of confidential information are detailed in Appendix AC.12.2 Obligations of ConfidentialityThe obligations, measures, and duration of confidentiality of both Parties are specified in Appendix AD.12.3 Duration of ConfidentialityThe start and end times of the confidentiality period and the handling of confidential information are detailed in Appendix AE.12.4 Breach of ConfidentialityThe consequences and responsibilities in the event of a breach of confidentiality are specified in Appendix AF.Chapter 13: Additional Provisions13.1 Introduction of Additional ProvisionsThe conditions, procedures, and requirements for the introduction of additional provisions are detailed in Appendix AG.13.2 Legal Effect of Additional ProvisionsThe relationship and legal effect of additional provisions with this contract are specified in Appendix AH.13.3 Modification of Additional ProvisionsThe conditions, procedures, and effectiveness requirements for the modification of additional provisions are detailed in Appendix AI.Chapter 14: Signature Page14.1 Signature of Party ASignature of the representative of Party A: ______, Date: ______, Place: ______.14.2 Signature of Party BSignature of the representative of Party B: ______, Date: ______, Place: ______.14.3 Contract Originals and CopiesThis contract is made out in two originals, each Party holds one copy, with equal legal effect.14.4 Attachments EffectivenessThe attachments to the contract have the same legal effect as the contract itself, and the list of attachments is detailed in Appendix AJ.Chapter 15: Miscellaneous15.1 Changes in LawShould there be any changes in the law after the signing of the contract that affect the execution of the contract, both Parties shall negotiate to amend the contract.15.2 Effectiveness of the ContractThis contract shall take effect from the date both Parties sign and seal it.15.3 Integrity of the ContractThis contract and its annexes constitute the entire agreement between both Parties regarding this transaction, replacing all previous oral or written agreements.15.4 Method of NoticeBoth Parties shall give notice in writing, including but notlimited to letters, emails, etc.Chapter 16: Assignment of Contract16.1 Restrictions on AssignmentWithout the written consent of the other Party, neither Party may assign its rights or obligations under this contract.16.2 Procedures for AssignmentIf assignment is required, the assigning Party shall give prior written notice to the other Party and obtain the written consent, as detailed in Appendix AK.16.3 Effectiveness of AssignmentAfter assignment is agreed upon by both Parties, the assignee shall comply with all the terms of this contract and assume the corresponding obligations.16.4 Notice of AssignmentThe assigning Party shall give written notice to the other Party within ______ days after the completion of the assignment.Chapter 17: Modification and Supplement of the Contract17.1 Principle of ModificationOnce the contract is signed, neither Party may unilaterally modify it without the consent of both Parties.17.2 Procedures for ModificationBoth Parties may modify the content of the contract, and any modification shall be made in writing and take effect after being signed and sealed by both Parties, as detailed in Appendix AL.17.3 Supplementary AgreementsBoth Parties may enter into a supplementary agreement regarding matters not fully covered in the contract. Supplementary agreements have the same legal effect as this contract.Chapter 18: Interpretation of the Contract18.1 Principles of InterpretationThe interpretation of the contract terms shall follow theprinciples of fairness, good faith, and in accordance with the purpose of the contract and trade practices.18.2 Professional TerminologyProfessional terms used in the contract shall be interpreted according to relevant industry standards or as agreed by both Parties.18.3 Conflicts in InterpretationIn case of different interpretations of the contract terms, the interpretation that does not violate the purpose of the contract and legal provisions shall prevail.Chapter 19: Record Filing of the Contract19.1 Obligation of Record FilingAccording to relevant legal provisions, this contract shall befiled with ______.19.2 Procedures for Record FilingThe contract shall be filed in accordance with the relevant procedures and shall be the responsibility of ______, as detailed in Appendix AM.19.3 Effectiveness of Record FilingAfter the contract is filed, it has the legal effect of being binding on third parties.19.4 Changes in Record FilingIf there are any changes after the contract is filed, it shall promptly apply for changes with the filing authority.Chapter 20: Termination of the Contract20.1 Conditions for TerminationThe contract shall be terminated after the performance is completed or when both Parties agree to terminate.20.2 Procedures for TerminationBoth Parties shall go through the agreed procedures to handle the termination of the contract.20.3 Rights and Obligations after TerminationAfter the termination of the contract, both Parties shall fulfill their respective obligations as agreed in the contract.20.4 Notice of TerminationThe terminating Party shall give written notice to the other Party within ______ days after the satisfaction of the termination conditions.Chapter 21: Renewal of the Contract21.1 Conditions for RenewalBefore the expiration of the contract, both Parties may negotiate for the renewal.21.2 Procedures for RenewalBoth Parties shall go through the agreed procedures to handle the renewal of the contract.21.3 Effectiveness of RenewalThe contract after renewal has the same legal effect as theoriginal contract.21.4 Notice of RenewalThe renewing Party shall give written notice to the other Party within ______ days before the expiration of the contract.Chapter 22: Confidentiality of the Contract22.1 Confidential InformationBoth Parties shall keep confidential the trade secrets, technical secrets, and other information learned during the performance of the contract.22.2 Duration of ConfidentialityThe confidentiality period is effective from the date of signing the contract until ______ years after the termination of the contract.22.3 Liability for Breach of ConfidentialityThe Party that breaches the obligation of confidentiality shall compensate the other Party for the losses suffered as a result.22.4 Disclosure of Confidential InformationConfidential information may be disclosed when required by law or agreed upon by both Parties.Chapter 23: Additional Terms23.1 Definition of Additional TermsBoth Parties may supplement matters not fully covered in the contract by mutual agreement in the form of additional terms.23.2 Legal Effect of Additional TermsAdditional terms have the same legal effect as this contract.23.3 Modification of Additional TermsThe modification of additional terms shall be agreed upon by both Parties and confirmed in writing.23.4 Notice of Modification of Additional TermsAfter the modification of additional terms, both Parties shall give written notice to each other within ______ days.Chapter 24: Effectiveness of the Contract24.1 Conditions for EffectivenessThis contract shall take effect from the date both Parties sign and seal it and Party B pays the deposit.24.2 Effective DateThe signing date of this contract is: ______.24.3 Place of EffectivenessThe signing place of this contract is: ______.24.4 Performance After EffectivenessAfter the contract takes effect, both Parties shall perform their respective rights and obligations as agreed in the contract.Chapter 25: Supplementary Provisions25.1 Applicable LawThis contract is governed by the laws of ______.25.2 Right to Interpret the ContractThe final right to interpret this contract belongs to ______.25.3 Other MattersMatters not covered in this contract shall be resolved amicably through negotiation between both Parties.。

三方合同-中英文版

三方合同Triangular Contract本合同议于______年____月____日在______(地点）由有关三方在平等互利基础上达成, 按三方同意的下列条件发展业务关系:This contract is made and entered into by and between the three parties concerned on ___________ （Date) in ________ (Place）on the basis of equality and mutual benefit to develop business on terms and conditions mutually agreed upon as follows:1.合同三方1.The Parties Concerned甲方:Party A:地址: Add: 2电话：Tel。

:传真：Fax。

:乙方:Party B:地址:Add:电话：Tel。

:传真：Fax.:丙方：Party C:地址：Add：电话：Tel。

:传真：Fax.:2.委任2.Appointment甲方为乙方在某地建立XX产线提供相关的技术支持、文件支持.乙方承诺从甲方处以散件形式采购xx, 甲方将XX以散件形式发给丙方, 丙方收到后在某地按甲方或乙方的技术要求组装成SKD形式产品发至乙方。

Part..provide.relevan.technica.support.documentatio.suppor.fo.Part..t.se.u..C .Part..shoul.purchas.X.produc.fro.Part..i. CK.format.Part..shoul.sen.th.X.produc.t.Part..i.CK.format.Part..shoul.assembl.i.accor.t.Partie...B'.technica.requirement.an.sen.i.i.SK.forma.t.Part.B。

国际商务合同翻译教程(第三版)Unit three合同的结构

3．1．2合同各方名称及法定地址 Name of the Parties and the legal place
合同各方的名称第一次在合同中出现时一定要写全名，不能缩写，只有在后面重复出现时才能用简称，简称甲方或乙方，买方或卖方，许可方或被许可方（hereinafter referred to as/hereinafter called Party A or Party B; the Buyer or the Seller; the Licensor or Licensee）等；法定地址，主要指营业地、住所地、或居所所在地，即载明合同当事人的名称或者姓名、国籍、主营业务或者住所(the corporate or personal names of the parties to the contract and their
协议书由按美国法律成立的并在美国纽约设有总部和营业地的XYZ有限公司（以下简称XYZ）为甲方和中国大连公司（以下简称买方）为乙方在北京鉴订，一式两份。
鉴于相互契约及约定，XYZ与买方同意以下条款：
***This Agreement was made this 12th date of October 2006 in Beijing China by and between
3．2．2 合同价格，支付金额，支付方式和各种附带的费用 The Contract Price，Rate，Amount，Method of Payment， Other Various Incidental(从属的，非经常性的） Charges。这项内容实质上由两部分组成，即：价格条件和支付条款。价格条款（terms of payment）往往涉及许多复杂的内容。有时，它不仅是个价格问题，而且涉及合同各方应承担的责任、奉献和费用等问题。如国际货物销售合同中常用的两个价格术语： FOB 和CIF，当事人选择不同的价格术语，其承担的责任是截然不同的。因此，价格条款往往是双方当事人商谈的重点。支付条款也是涉及合同中较敏感的条款，它不仅涉及到不同国家的货币、外汇制度，还涉及到结算方式等一系列复杂的问题。因此，在起草这部分条款时，应详细规定支付金额（amount of payment）、支付工具（instrument of payment）、支付时间（time of payment）、支付地点（place of payment）和支付方式(method of payment).

英文商务合同chp3

• • • • •
1 货号 Article No. 2 品名及规格 Description&Specification 3 数量 Quantity 4 单价 Unit Price 5 总值：数量及总值均有_____%的增减,由卖方决定。 Total Amount With _____% more or less both in amount and quantity allowed at the sellers option. • 6 生产国和制造厂家 Country of Origin and Manufacturer • 7包装： Packing： • 8 唛头： Shipping Marks：
• • • •

9 装运期限：Time of Shipment： 10装运口岸：Port of Loading： 11目的口岸：Port of Destination： 12保险：由卖方按发票全额110%投保至_____为止的_____险。 Insurance： To be effected by buyers for 110% of full invoice value covering _____ up to _____ only. • 13付款条件：买方须于_____年_____月_____日将保兑的，不可撤销的，可转让可分割的即期信用证开到卖方。信用证议付有效期延至上列装运期后15天在中国到期，该信用证中必须注明允许分运及转运。 Payment： By confirmed, irrevocable, transferable and divisible L/C to be available by sight draft to reach the sellers before ___/___/_____ and to remain valid for ingotiation in China until 15 days after the aforesaid time of shipment. Tje L/C must specify that transhipment and partial shipments are allowed. • 14单据：Documents： • 15装运条件：Terms of Shipment： • 16品质与数量、重量的异义与索赔：Quality/Quantity Discrepancy and Claim：

三方贸易合同英文

合同书范本模板·劳工合同书样本劳动合同书怎么填写·2016年最新房屋买卖协议书范本模板·租房通用版合同模板·2016年最新个人租房合同怎么写格式租房合同范本模板·员工劳动合同终止声明书怎么写格式要求范本·家庭装修合同书怎么写格式范本·汽车抵押借款合同范本合同范文相关范文·快递承包合同范本·劳务分包合同·车位租赁合同范本·工程施工合同书·家庭装修合同·围墙施工承包协议书·同居协议书·办公室租赁合同合同范文三方贸易合同英文2016-12-14查阅次数：0次发布人：poster更多document.getElementById(“bdshell_js”).src = “/static/js/shell_v2.js?t=“ + new Date().getHours();/*300*250，创建于2014-07-31*/ var cpro_id = “u1454772”;(adsbygoogle = window.adsbygoogle || []).push({});篇一:中英文对照三方合同租赁合同LEASE CONTRACT出租方(甲方): Land Lord (Party A):承租方(乙方): Tenant (Party B):中介方(丙方): Intermediary(Party C):根据国家有关法律、法规和本市有关规定,甲、乙双方在平等自愿的基础上,经友好协商,就甲方将其合法拥有的房屋出租给乙方使用,乙方承租使用甲方房屋事宜,订立本合同。Party A and B have reached an agreement through friendly consultation to conclude the following contract. 1、房屋地址Location of the premises甲方将其所有的位于的房屋及其附属设施在良好状态下出租给乙方作_______使