Contract Formation合同制定
Formation of A Contract 英文合同写作指导
Contract Law PageFORMATION OF A CONTRACTINTRODUCTIONA contract may be defined as an agreement between two or more parties that is intended to be legally binding.The first requisite of any contract is an agreement (consisting of an offer and acceptance). At least two parties are required; one of them, the offeror, makes an offer which the other, the offeree, accepts.OFFERAn offer is an expression of willingness to contract made with the intention that it shall become binding on the offeror as soon as it is accepted by the offeree.A genuine offer is different from what is known as an "invitation to treat", ie where a party is merely inviting offers, which he is then free to accept or reject. The following are examples of invitations to treat:1. AUCTIONSIn an auction, the auctioneer's call for bids is an invitation to treat, a request for offers. The bids made by persons at the auction are offers, which the auctioneer can accept or reject as he chooses. Similarly, the bidder may retract his bid before it is accepted. See: Payne v Cave (1789) 3 Term Rep 1482. DISPLAY OF GOODSThe display of goods with a price ticket attached in a shop window or on a supermarket shelf is not an offer to sell but an invitation for customers to make an offer to buy. See: Fisher v Bell [1960] 3 All ER 731P.S.G.B. v Boots Chemists [1953] 1 All ER 482.3. ADVERTISEMENTSAdvertisements of goods for sale are normally interpreted as invitations to treat. See: Partridge v Crittenden [1968] 2 All ER 421.However, advertisements may be construed as offers if they are unilateral, ie, open to all the world to accept (eg, offers for rewards). See:Carlill v Carbolic Smoke Ball Co [1893] 1 QB 256.4. MERE STATEMENTS OF PRICEA statement of the minimum price at which a party may be willing to sell will not amount to an offer. See:Harvey v Facey [1893] AC 552Gibson v Manchester County Council [1979] 1 All ER 972.5. TENDERSWhere goods are advertised for sale by tender, the statement is not an offer, but an invitation to treat; that is, it is a request by the owner of the goods for offers to purchase them. The process of competitive tendering came under scrutiny in the following cases: Harvela Investments v Royal Trust Co. of Canada [1985] 2 All ER 966Blackpool Aero Club v Blackpool Borough Council [1990] 3 All ER 25.ACCEPTANCEAn acceptance is a final and unqualified acceptance of the terms of an offer. To make a binding contract the acceptance must exactly match the offer. The offeree must accept all the terms of the offer.However, in certain cases it is possible to have a binding contract without a matching offer and acceptance. See:Brogden v Metropolitan Railway Co. (1877) 2 App Cas 666Lord Denning in Gibson v Manchester City Council [1979] abovePercy Trentham Ltd v Archital Luxfer Ltd [1993] 1 Lloyd's Rep 25.The following rules have been developed by the courts with regard to acceptance:1. COUNTER OFFERSIf in his reply to an offer, the offeree introduces a new term or varies the terms of the offer, then that reply cannot amount to an acceptance. Instead, the reply is treated as a "counter offer", which the original offeror is free to accept or reject. A counter-offer also amounts to a rejection of the original offer which cannot then be subsequently accepted. See:Hyde v Wrench (1840) 3 Beav 334.A counter-offer should be distinguished from a mere request for information. See:Stevenson v McLean (1880) 5 QBD 346.If A makes an offer on his standard document and B accepts on on a document containing his conflicting standard terms, a contract will be made on B's terms if A acts upon B's communication, eg by delivering goods. This situation is known as the "battle of the forms". See:Butler Machine Tool v Excell-o-Corp [1979] 1 All ER 965.2. CONDITIONAL ACCEPTANCEIf the offeree puts a condition in the acceptance, then it will not be binding.3. TENDERSA tender is an offer, the acceptance of which leads to the formation of a contract. However, difficulties arise where tenders are invited for the periodical supply of goods:(a) Where X advertises for offers to supply a specified quantity of goods, to be supplied during a specified time, and Y offers to supply, acceptance of Y's tender creates a contract, under which Y is bound to supply the goods and the buyer X is bound to accept them and pay for them.(b) Where X advertises for offers to supply goods up to a stated maximum, during a certain period, the goods to be supplied as and when demanded, acceptance by X of a tender received from Y does not create a contract. Instead, X's acceptance converts Y's tender into a standing offer to supply the goods up to the stated maximum at the statedprice as and when requested to do so by X. The standing offer is accepted each time X places an order, so that there are a series of separate contracts for the supply of goods. See:Great Northern Railway Co. v Witham (1873) LR 9 CP 16.4. COMMUNICATION OF ACCEPTANCEThe general rule is that an acceptance must be communicated to the offeror. Until and unless the acceptance is so communicated, no contract comes into existence:Lord Denning in Entores v Miles Far East Corp. [1955] 2 All ER 493.The acceptance must be communicated by the offeree or someone authorised by the offeree. If someone accepts on behalf of the offeree, without authorisation, this will not be a valid acceptance:Powell v Lee (1908) 99 LT 284.The offeror cannot impose a contract on the offeree against his wishes by deeming that his silence should amount to an acceptance:Felthouse v Bindley (1862) 11 CBNS 869.Where an instantaneous method of communication is used, eg telex, it will take effect when and where it is received. See:Entores v Miles Far East Corp [1955] 2 QB 327The Brimnes [1975] QB 929Brinkibon v Stahag Stahl [1983] 2 AC 34.5. EXCEPTIONS TO THE COMMUNICATION RULEa) In unilateral contracts the normal rule for communication of acceptance to the offeror does not apply. Carrying out the stipulated task is enough to constitute acceptance of the offer.b) The offeror may expressly or impliedly waive the need for communication of acceptance by the offeree, eg, where goods are dispatched in response to an offer to buy.c) The Postal Rule - Where acceptance by post has been requested or where it is an appropriate and reasonable means of communication between the parties, then acceptance is complete as soon as the letter of acceptance is posted, even if the letter is delayed, destroyed or lost in the post so that it never reaches the offeror. See:Adams v Lindsell (1818) 1 B & Ald 681.Household Fire Insurance Co. v Grant (1879) 4 Ex D 216.The postal rule applies to communications of acceptance by cable, including telegram, but not to instantaneous modes such as telephone, telex and fax. The postal rule will not apply:(i) Where the letter of acceptance has not been properly posted, as in Re London and Northern Bank (1900), where the letter of acceptance was handed to a postman only authorised to deliver mail and not to collect it.(ii) Where the letter is not properly addressed. There is no authority on this point.(iii) Where the express terms of the offer exclude the postal rule, ie if the offer specifies that the acceptance must reach the offeror. In Holwell Securities v Hughes (1974, below), the postal rule was held not to apply where the offer was to be accepted by "notice in writing". Actual communication was required.(iv) It was said in Holwell Securities that the rule would not be applied where it would produce a "manifest inconvenience or absurdity".Revocation of posted acceptance.Can an offeree withdraw his acceptance, after it has been posted, by a later communication, which reaches the offeror before the acceptance? There is no clear authority in English law. The Scottish case of Dunmore v Alexander (1830) appears to permit such a revocation but it is an unclear decision. A strict application of the postal rule would not permit such withdrawal. This view is supported by decisions in: New Zealand in Wenkheim v Arndt (1873) and South Africa in A-Z Bazaars v Ministry of Agriculture (1974). However, such an approach is regarded as inflexible.6. METHOD OF ACCEPTANCEThe offer may specify that acceptance must reach the offeror in which case actual communication will be required. See:Holwell Securities v Hughes [1974] 1 All ER 161.If a method is prescribed without it being made clear that no other method will suffice then it seems that an equally advantageous method would suffice. See:Tinn v Hoffman (1873) 29 LT 271Yates Building Co. v Pulleyn Ltd (1975) 119 SJ 370.7. KNOWLEDGE OF THE OFFERAn offeree may perform the act that constitutes acceptance of an offer, with knowledge of that offer, but for a motive other than accepting the offer. The question that then arises is whether his act amounts to a valid acceptance. The position seems to be that:(a) An acceptance which is wholly motivated by factors other than the existence of the offer has no effect.R v Clarke (1927) 40 CLR 227(b) Where, however, the existence of the offer plays some part, however small, in inducing a person to do the required act, there is a valid acceptance of the offer. See: Williams v Carwardine (1833) 5 Car & P 566.8. CROSS-OFFERSA writes toB offering to sell certain property at a stated price. B writes to A offering to buy the same property at the same price. The letters cross in the post. Is there (a) an offer and acceptance, (b) a contract? This problem was discussed, obiter, by the Court in Tinn v Hoffman (1873) 29 LT 271. Five judges said that cross-offers do not make a binding contract. One judge said they do.TERMINATION OF THE OFFER1. ACCEPTANCEOnce an offer has been accepted, a binding contract is made and the offer ends.2. REJECTIONIf the offeree rejects the offer that is the end of it.3. REVOCATIONThe offer may be revoked by the offeror at any time until it is accepted. However, the revocation of the offer must be communicated to the offeree(s). Unless and until the revocation is so communicated, it is ineffective. See:Byrne v Van Tienhoven (1880) 5 CPD 344.The revocation need not be communicated by the offeror personally, it is sufficient if it is done through a reliable third party. See:Dickinson v Dodds (1876) 2 ChD 463.Where an offer is made to the whole world, it appears that it may be revoked by taking reasonable steps. See:Shuey v United States [1875] 92 US 73.Once the offeree has commenced performance of a unilateral offer, the offeror may not revoke the offer. See:Errington v Errington [1952] 1 All ER 149Daulia v Four Millbank Nominees [1978] 2 All ER 557.4. COUNTER OFFERSee above for Hyde v Wrench (1840).5. LAPSE OF TIMEWhere an offer is stated to be open for a specific length of time, then the offer automatically terminates when that time limit expires. Where there is no express time limit, an offer is normally open only for a reasonable time. See:Ramsgate Victoria Hotel v Montefiore (1866) LR 1 Ex 109.6. FAILURE OF A CONDITIONAn offer may be made subject to conditions. Such a condition may be stated expressly by the offeror or implied by the courts from the circumstances. If the condition is not satisfied the offer is not capable of being accepted. See:Financings Ltd v Stimson [1962] 3 All ER 386.7. DEATHThe offeree cannot accept an offer after notice of the offeror's death. However, if the offeree does not know of the offeror's death, and there is no personal element involved, then he may accept the offer. See:Bradbury v Morgan (1862) 1 H&C 249.。
合同常用英语表达
合同常用英语表达如下是有关合同常用英语表达：一．合同的订立1.Contract formation，合同的订立；2.A contract has been formed.合同已经订立；3. A contract is concluded at the moment when an acceptance of an offer becomes effective.合同于对发价的接受生效时订立。
4. a contract has been entered into.合同已经订立。
二．合同的修改1.Modification of the contract，合同的修改2.Revision of the contract，合同的修改3.Any changes made to the contract，对合同所做的改动三．根据合同ply with the contract，遵守合同；2.In accordance with the contract,根据合同；3.According to the contract,根据合同；4.conform with the contract 遵守合同四．终止合同1.Terminate a contract 终止合同;2.Set aside a contract撤销合同;3.Rescind a contract撤销合同;4.Declare a contract avoided，宣告合同无效五．违约1.Breach a contract违约mit a fundamental breach of the contract根本性违约3.Anticipatory breach，预期违约六．违约救济方式1.claim damages，损害赔偿金2.specific performance，继续履行合同义务；3.termination of the contract，终止合同；4. suspend performance，中止履行；七．买卖合同中双方主要权利义务卖方：1.Deliver the goods，发货；2. hand over of documents，移交单据；3. arrange for carriage of the goods，安排运输（非必须）；4. effect insurance ，投保（非必须）；5. Conformity of the goods，货物相符；6. period of guarantee，保证期间；买方：1. examine the goods，检查货物（不在合理期间验货将丧失索赔的权利）；2. Payment of the price，支付价款；3. Taking delivery，接收货物；4.preserve goods,保管货物（在国际货物买卖中尤其重要）。
英国合同法全文中英对照
英国合同法全文中英对照Contract Law in the United Kingdom英国合同法Part I – Formation of a Contract第一部分——合同的成立1. Contract Formation1. 合同形成A contract is formed when there is an offer and acceptance, and consideration passes between the parties.当存在一个报价和接受，并且双方之间有对价流转时，一个合同就形成了。
2. Offer2. 报价An offer is a clear expression of intent by one party to be bound by certain terms.报价是一方明确表示意愿以某些条款约束的表达。
3. Acceptance3. 接受Acceptance is the unconditional agreement to the terms of an offer. 接受是无条件同意报价的条款。
4. Consideration4. 对价Consideration is the exchange of something of value between the parties.对价是双方之间交换有价值的东西。
Part II – Terms of a Contract第二部分——合同的条款5. Express Terms5. 明示条款Express terms are those specifically stated by the parties in their contract.明示条款是当事人在合同中明确声明的条款。
6. Implied Terms6. 默示条款Implied terms are those that are not specifically stated but are implied by law or custom.默示条款是指虽未明确声明但法律或习俗默示的条款。
《繁花》关于合同订立的法律知识
《繁花》关于合同订立的法律知识英文回答：Contract formation is a fundamental aspect of the legal system and plays a crucial role in many areas of our lives, including business transactions, employment agreements, and even personal relationships. The novel "In Full Bloom" explores the theme of contract formation through the story of a young entrepreneur who enters into a contract with a wealthy businessman. In order to understand the legal aspects of contract formation depicted in the novel, it is important to have a clear understanding of the basic principles of contract law.In contract law, a contract is formed when there is an offer, acceptance, consideration, and an intention to create legal relations. An offer is a proposal made by one party to another, indicating a willingness to enter into a contract. Acceptance is the agreement by the other party to the terms of the offer. Consideration refers to somethingof value exchanged between the parties, such as money or goods. Finally, the intention to create legal relations means that the parties intend their agreement to have legal consequences.In the novel, the main character, Li Mei, is approached by a wealthy businessman, Mr. Zhang, who offers her a contract to invest in her business. Li Mei accepts theoffer and they both exchange consideration in the form of money and shares in the company. This demonstrates the basic elements of contract formation as outlined in contract law.However, it is important to note that the novel also highlights the potential pitfalls and challenges that can arise during the contract formation process. For example, the novel depicts the issue of misrepresentation, where one party makes false statements or conceals important information in order to induce the other party to enterinto the contract. In the case of "In Full Bloom," Mr. Zhang misrepresents his intentions and true motives behind the contract, leading to negative consequences for Li Mei.In addition, the novel also explores the concept of duress, where one party is coerced or forced into entering into a contract against their will. This is depicted through the character of Li Mei, who feels pressured to accept Mr. Zhang's offer due to her financial difficulties. This highlights the importance of free and voluntary consent in contract formation.Overall, the novel "In Full Bloom" provides a compelling narrative that delves into the complexities of contract formation. It serves as a reminder of the legal principles and potential pitfalls that individuals may encounter when entering into contracts in real life.中文回答：合同的订立是法律体系的一个基本方面，在我们的生活中扮演着重要的角色，包括商业交易、雇佣协议甚至个人关系。
订立合同的谈判程序
订立合同的谈判程序英文回答：Negotiating the process of contract formation involves several steps to ensure that both parties reach a mutually beneficial agreement. The following are the key steps in the negotiation process:1. Preparing and planning: Before entering into negotiations, it is essential to conduct thorough research and gather all relevant information about the other party, their needs, and their position. This includes understanding the market conditions, legal requirements, and potential risks involved. Proper planning will help in setting clear objectives for the negotiation process.2. Establishing communication: Once the planning is complete, the parties involved need to establish effective communication channels. This may involve setting up meetings, exchanging emails, or using other forms ofcommunication to discuss the terms and conditions of the contract.3. Identifying interests and priorities: During the negotiation process, it is crucial to identify theinterests and priorities of both parties. This will help in understanding what each party wants to achieve from the contract and finding common ground for agreement.4. Proposing and counter-proposing: The negotiation process involves proposing and counter-proposing different terms and conditions of the contract. Both parties need to be open to making concessions and finding compromises to reach a mutually acceptable agreement.5. Discussing and clarifying terms: As the negotiation progresses, it is important to discuss and clarify the terms and conditions of the contract. This may involve seeking legal advice or consulting experts to ensure that the contract is legally binding and meets the requirements of both parties.6. Reaching an agreement: Once all the terms and conditions have been discussed and clarified, the parties need to reach a final agreement. This may involve signing a formal contract or reaching a verbal agreement, depending on the nature of the contract and the legal requirements.7. Reviewing and finalizing the contract: After reaching an agreement, it is essential to review and finalize the contract. This includes ensuring that all the agreed-upon terms and conditions are accurately reflected in the contract and that both parties understand their rights and obligations.中文回答：订立合同的谈判程序涉及几个步骤，以确保双方达成互利的协议。
订立合同的谈判程序
订立合同的谈判程序英文回答：Negotiating the process of contract formation involves several steps and considerations. Let's discuss the key aspects of the negotiation process:1. Pre-negotiation preparation:Before entering into negotiations, it is essential to conduct thorough research and gather all relevant information about the parties involved, their interests, needs, and objectives. This includes understanding thelegal framework, market conditions, and industry standards. Adequate preparation allows negotiators to make informed decisions during the negotiation process.2. Identifying objectives and priorities:Both parties should clearly define their objectives andpriorities for the contract. This involves determining the desired outcomes, terms, and conditions. Identifying priorities helps negotiators focus on the most critical issues and allocate resources effectively.3. Establishing negotiation parameters:Setting negotiation parameters involves determining the boundaries within which negotiators can operate. This includes defining the limits of authority, financial constraints, and non-negotiable terms. Clear parameters provide guidance to negotiators and prevent unnecessary delays or misunderstandings.4. Negotiation strategy development:Developing a negotiation strategy involves determining the approach, tactics, and techniques to be used during the negotiation process. This may include identifying potential trade-offs, concessions, or alternative solutions to overcome impasses. The negotiation strategy should align with the desired outcomes and priorities establishedearlier.5. Communication and information exchange:Effective communication is crucial throughout the negotiation process. Both parties should engage in open and transparent dialogue to ensure a mutual understanding of each other's positions, concerns, and interests. Information exchange helps build trust and facilitates finding common ground.6. Bargaining and reaching agreement:During the negotiation, the parties engage in bargaining to address and resolve differences. This involves making proposals, counterproposals, and negotiating specific terms and conditions. The negotiation process may require several rounds of discussions until a mutually acceptable agreement is reached.7. Drafting and finalizing the contract:Once the parties reach an agreement, the next step is to draft the contract. This involves translating the negotiated terms into a legally binding document. It is essential to ensure that the contract accurately reflects the agreed-upon terms, conditions, and obligations of both parties. Legal review may be necessary to ensure compliance with applicable laws and regulations.8. Execution and implementation:After the contract is finalized, it needs to be executed by all parties involved. This may involve obtaining necessary approvals, signatures, and fulfilling any additional requirements. Once executed, the contract's terms and conditions become legally binding, and both parties are obligated to fulfill their respective obligations.中文回答：订立合同的谈判程序涉及多个步骤和考虑因素。
简单叙述合同制定的过程
简单叙述合同制定的过程The process of contract formulation is a meticulous and crucial task that involves several key steps. Initially, the parties involved in the contract must identify their respective needs, goals, and expectations. This ensures that the contract accurately reflects the agreement reached between them.合同制定的过程是一个细致且至关重要的任务，涉及多个关键步骤。
首先，合同涉及的各方必须明确各自的需求、目标和期望。
这可以确保合同准确地反映各方之间达成的协议。
Next, a draft contract is prepared, outlining the terms and conditions of the agreement. This draft is then carefully reviewed and revised by both parties to ensure its accuracy and fairness. During this stage, any ambiguities or discrepancies are identified and resolved.接下来，准备一份合同草案，概述协议的条款和条件。
然后，双方仔细审查和修改这份草案，以确保其准确性和公平性。
在这一阶段，任何不明确或不一致的地方都会被识别并解决。
Once the parties are satisfied with the contract draft, it is subject to legal review by qualified professionals. This ensures that the contract complies with all relevant laws and regulations, minimizing the risk of future disputes or legal challenges.一旦双方对合同草案表示满意，就会由专业人员进行法律审查。
简述我国集体合同订立的程序
简述我国集体合同订立的程序英文回答：Collective contract is an important means to protect the rights and interests of workers in China. It is a written agreement reached between the trade union and the employer on behalf of the employees. The process of collective contract formation in China generally follows the following procedures:1. Initiation: The initiation of collective contract negotiation can be proposed by the trade union or the employer. The party initiating the negotiation should submit a written proposal to the other party, stating the purpose, scope, and content of the negotiation.2. Negotiation: Once the negotiation is initiated, both parties will appoint representatives to participate in the negotiation process. The negotiation usually covers issues such as wages, working hours, leave, social insurance,labor protection, and dispute resolution. The negotiation can be conducted directly between the trade union and the employer or through a collective bargaining agreement.3. Consultation: During the negotiation process, both parties should engage in consultations to exchange views and seek common ground. They should strive to reach a consensus on the content and terms of the collective contract.4. Drafting: After the negotiation and consultation, the agreed terms and conditions are drafted into a written document. The draft should clearly state the rights and obligations of both parties, as well as the specific terms and conditions agreed upon.5. Approval: The drafted collective contract needs to be reviewed and approved by the trade union and the employer. The trade union will organize a meeting with the employees to explain the content of the collective contract and seek their opinions. If the majority of the employees agree, the collective contract will be approved.6. Signing: After the approval, both parties will sign the collective contract. The signing ceremony can be held in the presence of representatives from the trade union, the employer, and the employees. The signed collective contract will become legally binding.7. Registration: The signed collective contract needs to be registered with the local labor authority within a specified period. The labor authority will review the contract to ensure its compliance with relevant laws and regulations.8. Implementation and Supervision: Once the collective contract is registered, it becomes effective and both parties are obligated to comply with its terms. The trade union and the labor authority will monitor the implementation of the collective contract and handle any disputes that may arise.中文回答：集体合同是保护中国劳动者权益的重要手段。
英国合同成立条件
英国合同成立条件Contract formation in the UK is governed by various legal principles and requirements that must be met in order to establish a legally binding agreement. One key requirement for a contract to be valid is the presence of an offer and acceptance between the parties involved. This means that one party must make an offer to enter into a contract, which is then accepted by the other party in order for the contract to be formed. Without this offer and acceptance, there can be no legally binding contract in place.在英国，合同的形成受到各种法律原则和要求的约束，必须满足这些要求才能建立具有法律约束力的协议。
合同有效性的一个关键要求是各方之间存在提议和接受。
这意味着一方必须提出进入合同的提议，然后由另一方接受，才能形成合同。
如果没有这样的提议和接受，就不可能有法律约束力的合同。
Another important aspect of contract formation in the UK is the intention of the parties to create legal relations. This means that both parties must have a genuine intention to be legally bound by the terms of the contract. If one party does not have this intention, the contract may be deemed to be invalid. In order for a contract to be legally enforceable, both parties must have a clear understanding oftheir obligations under the contract and must agree to be bound by them.英国合同形成的另一个重要方面是各方创建法律关系的意图。
contract formation流程
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民法典合同编 标准
民法典合同编标准The Contract Law of the Civil Code plays a vital role in regulating the relationship between parties entering into agreements. 民法典合同法在规范参与协议的各方关系方面发挥着至关重要的作用。
It sets the standard for what constitutes a valid contract and outlines the rights and obligations of the parties involved. 它规定了有效合同的标准，并概述了参与各方的权利和义务。
One of the key aspects of the Contract Law is the concept of standard contract terms. 合同法的一个关键方面是标准合同条款的概念。
These are pre-written terms that are often used in contracts and are designed to streamline the process of agreement. 这些是预先编写的术语，通常用于合同中，旨在简化协议的过程。
However, there is a concern that these standard terms may be unfairly advantageous to one party over the other. 然而，人们担心这些标准条款可能对一方不公平有利。
Another important consideration in contract law is the principle of good faith. 合同法中另一个重要的考虑因素是诚实信用原则。
订立合同程序和要求
订立合同程序和要求Before entering into a contract, it is essential to understand the process and requirements involved. 订立合同前，了解所涉及的流程和要求至关重要。
Contracts are legally binding agreements between two or more parties 能够确保双方权利义务的法律约束。
In order to ensure that a contract is enforceable and protects the interests of all parties involved, certain steps must be taken 为了确保合同的可执行性并保护参与各方的利益，必须采取一定的步骤。
.The first step in the contract formation process is the offer. 合同形成流程的第一步是要约。
This is a proposal made by one party to another outlining the terms and conditions of the agreement 这是一方向另一方提出的建议，概述了协议的条款和条件。
. Once an offer is made, the next step is acceptance 一旦提出了要约，下一步就是接受。
. Acceptance is when the party receiving the offer agrees to its terms and conditions 接受是指接受要约的一方同意其条款和条件。
. Both the offer and acceptance must be communicated clearly and effectively for a contract to be formed 要形成合同，要约和接受都必须清晰有效地传达。
合同订立和成立 民法典英文
合同订立和成立民法典英文Parties:Party A: [Name or Entity of Party A]Party B: [Name or Entity of Party B]Date of Agreement: [Date]In consideration of mutual promises and agreements herein, Party A and Party B, collectively referred to as "Parties," agree to enter into the following contract:Purpose and Scope of Contract:1.1 Describe the purpose and scope of the contract in detail.Contractual Obligations:2.1 Specify the obligations of each party under the contract.2.2 Outline the performance requirements and timelines.Consideration:3.1 State the consideration exchanged between the parties.3.2 Define any monetary or non-monetary benefits provided.Terms and Conditions:4.1 Enumerate the essential terms and conditions of the contract.4.2 Include any specific provisions or clauses relevantto the agreement.Contract Formation:5.1 Specify how the contract is formed and becomeslegally binding.5.2 Describe the requirements for acceptance and offer.Governing Law:6.1 Designate the governing law under which the contract is construed.6.2 Identify the jurisdiction for any disputes arising from the contract.Termination Clause:7.1 Outline the conditions and procedures for terminating the contract.7.2 Detail the rights and obligations upon termination.Confidentiality:8.1 Address the confidentiality obligations of the parties.8.2 Specify the handling of confidential information.Dispute Resolution:9.1 Provide mechanisms for resolving disputes between the parties.9.2 Include provisions for negotiation, mediation, arbitration, or litigation.Miscellaneous:10.1 Any other pertinent terms or conditions not previously covered.10.2 Attach any necessary appendices or exhibits.Signatures:Party A: ____________________________Date: _______________________________Party B: ____________________________Date: _______________________________This Contract Formation Agreement is executed in duplicate, each party holding one copy, effective as of the date first written above.This template outlines the basic structure of a contract agreement, ensuring clarity and adherence to legal principles.。
合同管理制度 英文
合同管理制度英文1. PurposeThe purpose of this contract management system is to establish a set of guidelines and procedures for the management of contracts within the organization. This system aims to ensure that all contracts are managed effectively, efficiently, and in compliance with all relevant laws and regulations.2. ScopeThis contract management system applies to all contracts entered into by the organization, including but not limited to purchasing contracts, sales contracts, service contracts, and employment contracts. It applies to both written and verbal contracts.3. Contract FormationAll contracts must be entered into in accordance with the organization’s procurement policies and procedures. This includes obtaining necessary approvals, conducting competitive bidding where required, and ensuring that all parties have the requisite authority to enter into the contract.4. Contract ComplianceAll contracts must be reviewed to ensure compliance with applicable laws and regulations, as well as with the organization’s policies and procedures. This includes ensuring that all necessary permits and licenses are obtained, and that all contractual obligations are met.5. Contract ManagementAll contracts must be properly managed throughout their lifecycle. This includes maintaining accurate and up-to-date records of all contracts, monitoring performance, and ensuring that all obligations are met in a timely manner.6. Contract Monitoring and ReportingThe organization must establish a system for monitoring and reporting on the performance of its contracts. This includes regular reviews of key contract metrics, such as cost, quality, and timeliness, as well as periodic reporting to management and other stakeholders.7. Contract Renewal and TerminationAll contracts must be reviewed prior to their expiry to determine whether they should be renewed or terminated. This includes evaluating the contractor’s performance, as well as considering changes in the organization’s needs and circumstances.8. Contract DisputesThe organization must establish a process for resolving contract disputes. This process must be fair, transparent, and in compliance with all applicable laws and regulations.9. Contract DocumentationAll contracts must be properly documented and stored in a secure and easily accessible manner. This includes maintaining copies of all contracts, amendments, and other relevant documents, as well as ensuring that they are easily retrievable when needed.10. Contract TrainingThe organization must provide appropriate training to its employees involved in contract management. This training should cover all relevant aspects of contract management, including procurement policies and procedures, contract compliance, and dispute resolution.11. Contract ReviewThis contract management system must be reviewed regularly to ensure that it remains effective and up-to-date. This review should be conducted by a designated individual or team, and should consider any changes in laws, regulations, or the organization’s needs and circumstances.12. Contract Management TeamThe organization must establish a dedicated contract management team to oversee the implementation of this contract management system. This team should include individuals with expertise in contract management, procurement, and legal affairs.13. Contract Management SoftwareThe organization may choose to implement contract management software to facilitate the management of its contracts. This software should be selected based on the organization’s needs and budget, and should be used in conjunction with the other elements of this contract management system.14. Contract Compliance and EthicsAll employees involved in contract management must adhere to the highest standards of ethics and integrity. This includes avoiding conflicts of interest, maintaining confidentiality, and ensuring that all contracts are managed in a fair, transparent, and accountable manner.15. ResponsibilitiesThe responsibility for implementing and maintaining this contract management system rests with the organization’s senior management. This includes establishing appropriate policies and procedures, providing necessary resources, and ensuring that all employees are aware of their responsibilities under this system.16. ConclusionThis contract management system is designed to ensure that the organization manages its contracts effectively, efficiently, and in compliance with all relevant laws and regulations. By establishing a set of guidelines and procedures for the management of contracts, the organization can minimize the risks associated with contract management and maximize the value derived from its contracts.。
合同书格式
合同书格式英文回答：Contract Format。
A contract is a legally binding agreement between two or more parties that sets out the terms and conditions of their relationship. Contracts can be written or oral, but written contracts are more common and offer greater protection to the parties involved.There are many different types of contracts, but some of the most common include:Sales contracts。
Service contracts。
Employment contracts。
Leases。
Partnership agreements。
Loan agreements。
The format of a contract will vary depending on thetype of contract and the parties involved. However, there are some general elements that are common to most contracts, including:Offer and acceptance: A contract is formed when oneparty (the offeror) makes an offer to another party (the offeree) and the offeree accepts the offer. The offer and acceptance must be clear and unconditional.Consideration: Consideration is the exchange of value between the parties to a contract. It can be anything of value, such as money, goods, or services.Terms and conditions: The terms and conditions of a contract set out the rights and obligations of the parties.They should be clear and specific, and should cover all aspects of the relationship between the parties.Signatures: A contract is not valid unless it is signed by all of the parties involved.Once a contract is signed, it becomes legally binding on the parties. This means that they must fulfill their obligations under the contract, or they may be held liable for breach of contract.中文回答：合同书格式。
企业合同的制定和签订流程
企业合同的制定和签订流程When it comes to the process of drafting and signing a business contract, there are several important steps that need to be followedin order to ensure that all parties involved are clear on the terms and conditions of the agreement. 说到起草和签订商业合同的流程，有几个重要的步骤需要遵循，以确保所有涉及方清楚协议的条款和条件。
First and foremost, it is crucial for both parties to clearly outline their expectations and requirements in the initial stages of contract negotiation. 双方首先必须在合同谈判的初期清楚地概述他们的期望和要求。
This includes defining the scope of work, deliverables, timelines, payment terms, and any other key terms that may impact the agreement. 这包括定义工作范围、交付成果、时间表、支付条款以及可能影响协议的任何其他关键条款。
Once these details have been agreed upon, the next step is to document the terms of the agreement in a formal contract. 一旦达成协议，下一步是在正式合同中记录协议条款。
This involves drafting a contract that clearly outlines all terms and conditions, including any potential risks or liabilities that may arise during the course of the business relationship. 这涉及起草一份清楚概述所有条款和条件的合同，包括在商业关系过程中可能出现的任何潜在风险或责任。
认真拟定合同范本英文
认真拟定合同范本英文合同编号： [合同编号]
甲方（以下简称甲方）：
姓名/公司名称：
地址：
联系方式：
乙方（以下简称乙方）：
姓名/公司名称：
地址：
联系方式：
鉴于甲方与乙方希望就 [具体事项] 进行合作，经双方友好协商，达成以下协议：
一、合作内容
详细描述合作的具体范围、目标、任务等。
二、权利与义务
1. 甲方的权利与义务
明确甲方享有的权利。
详细列出甲方应承担的义务。
2. 乙方的权利与义务
明确乙方享有的权利。
详细列出乙方应承担的义务。
三、合作期限
自 [起始日期] 起至 [结束日期] 止。
四、报酬与支付方式
1. 乙方应获得的报酬金额或计算方式。
2. 具体的支付时间和支付方式。
五、保密条款
规定双方在合作过程中对涉及的机密信息应承担的保密义务。
六、违约责任
明确双方在违反合同规定时应承担的责任和后果。
七、争议解决
约定如发生争议，应通过何种方式解决，如协商、仲裁或诉讼等。
八、其他条款
可包括通知方式、合同变更、不可抗力等其他相关事项。
甲方（签字/盖章）：
日期：
乙方（签字/盖章）：
日期：。
合同书格式要求
合同书格式要求英文回答：Contract Format Requirements。
A contract is a legally binding document that outlines the terms of an agreement between two or more parties. The format of a contract is important because it ensures that the contract is clear, concise, and enforceable.There are many different types of contracts, each with its own specific format. However, there are some general formatting requirements that apply to all contracts. These requirements include:Use clear and concise language. The contract should be written in plain English that is easy to understand. Avoid using technical jargon or legal terms that could be confusing to the parties involved.Identify the parties to the contract. The contract should clearly identify the parties to the agreement. This includes the names of the parties, their addresses, and their contact information.State the purpose of the contract. The contract should state the purpose of the agreement. This will help to ensure that the parties are clear on what they are agreeing to.Set forth the terms of the contract. The contract should set forth the terms of the agreement in detail. This includes the obligations of each party, the duration of the agreement, and the termination provisions.Include a signature block. The contract should include a signature block for each party to the agreement. Thiswill help to ensure that the parties are bound by the terms of the contract.In addition to these general formatting requirements, there are also some specific formatting requirements thatmay apply to certain types of contracts. For example, contracts for the sale of goods must comply with theUniform Commercial Code. Contracts for the sale of real estate must comply with the state's real estate laws.It is important to have a lawyer review any contract before you sign it. This will help to ensure that the contract is valid and enforceable.中文回答：合同书格式要求。
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“Offer” or “Invitation to Negotiate”
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For a proposal to be an offer, it must be addressed to one or more specific persons; Proposals made to the public (“Public Offers”) are ordinarily intended to be nothing more than invitations to make an offer or negotiate; e.g. shop display, catalog sale, advertising in a newspaper So the key element to differentiate “these two – offer or invitation to make an offer” is whether the proposal is made to public or being specific!
– Oral offer must be accepted immediately
Rejection of an Offer (art17)
• A rejection by an offeree become effective when it reaches the offeror. • An offer, even if it is irrevocable, is terminated when a rejection reaches the offeror. • If acceptance and rejection were dispatched at the same time, the one reached the offeror first would be the one given effect.
• Acceptance is a statement or conduct by the offeree indicating assent that is communicated to the offeror (Exhibit 10-4):
1) Assent by an offeree, Indicated by a statement or conduct. 2) communicated to the offeror (receipt rule applies, not mail box or dispatch rule)
Withdrawal of Offer
Withdrawing Offer: • an offer, regardless what types (including irrevocable) may be withdrawn if the withdrawal reaches the offeree before or at the same time as the offer; • see exercise Q 3
– to the addressee personally, or – to his/her business / mailing address, or – to his/her residence.
Effective Offer (Article 15)
Effective Offer: • An offer become effective only when (or after) it reaches the offeree => an offer become effective upon receipt; • The point (when or time) of “reach the offeree” is important, as it determines whether an offer can be withdrawn.
Acceptance or Counter-offer
Counter-Offer: Article 19 • Purported acceptance contains additions or variations which materially alter the terms of an offer in order to be classified as a counter offer. • Definition of “materially”- art19(3)
– – – – – Price, payment Quality and quantity of the goods Place and time of delivery Extent of one party’s liability to the other Settlement of dispute
Assent
• An offeree may indicate assent by performing act without notice to the offeror, if it is an established usage between parties; • Silence or inactivity does not, in and of itself, constitute acceptance: see exercise Q5.
1) a party’s subjective intent (actual intent) and reasonable person objective understanding; 2) all relevant circumstances are to be taken into consideration, including prior negotiation and subsequent conduct, etc. Parol evidence rule does not apply! 3) Parties’ practice and trade usage.
Vienna Convention CISG
Contract Formation
Interpreting Sales contracts
• In determining whether a contract has been made, the terms of a contract, whether it has been performed as agreed, a court is required to look at the follows:
Effective Acceptance
Effective Acceptance • An acceptance only becomes effective when it reaches the offeror within the time fixed or at least within a reasonable time; • The question of reasonable time has been fixed as depending on the mode of communication:
Chart – Time Line
Offer
Offeror Acceptance
withdraw Modify Withdraw Reject
Offeree
Revoke
Form (article 11)
• CISG does not require a contract of sale be concluded or evidenced by writing; in fact it does not subject to any other requirements as to form (article 11). • CISG (article 96) however authorizes a contracting state to make declaration as to article 11, if it requires a sale of contract be in writing. This is what China did.
Terms
Acceptance with Addition/ variation: • additions or variations that are not material will become part of the contract unless the offeror promptly objects. • Material additions or variations once accepted will certainly be the terms of counter-offer.
If it is an irrevocable offer; OR If it is a firm offer; OR if the offeree has reasonably acted in reliance on the offer: e.g. Option sale
Acceptance (Article 18)
CISG Formation of A Contract
• A contract is concluded (formed) at the moment when an acceptance of an offer becomes effective. • an acceptance of an offer becomes effective at the moment the indication of assent reaches the offeror at the specified time (if there is a fixed time) or reasonable time.