中外合资经营企业合同(中英对照)

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中外合资经营公司合同 (中英文对照)

中外合资经营公司合同 (中英文对照)

中外合资经营公司合同CONTRACT OF CHINESE FOREIGN EQUITY JOINT VENTURES1.1.1所依据的法规条文Applied Laws and Regulations1. 依照《中外合资经营企业法》批准在中国境内设立的中外合资经营企业(以下简称合营企业)是中国的法人,受中国法律的管辖和保护。

1. Chinese-foreign equity joint ventures (hereinafter referred to as joint ventures) established within Chinese territory upon the approval in accordance with the Law onChinese-Foreign Equity Joint Ventures are Chinese legal persons, who shall be governed and protected by Chinese law.2. 在中国境内设立的合营企业,应当能够促进中国经济的发展和科学技术水平的提高,有利于社会主义现代化建设。

国家鼓励、允许、限制、或者禁止设立合营企业的行业,按照国家指导外商投资方向的规定及外商投资产业指导目录执行。

2. Joint ventures established within Chinese territory shall be able to promote the development of the economy and the enhancement of the science and technology of China and facilitate China’s socialist modernization.Industries in which the establishment of joint ventures is encouraged, permitted, restricted or prohibited by the State shall be determined in accordance with provisions of the State in the Regulations on Foreign Investment Guidelines and the Guideline Catalogue of Foreign Investment Industries.3. 在中国境内设立合营企业,必须经中华人民共和国对外贸易经济合作部(以下简称对外贸易合作部)审查批准。

中外合作经营合同格式(中英文)4篇

中外合作经营合同格式(中英文)4篇

中外合作经营合同格式(中英文)4篇篇1Sino-Foreign Joint Venture Contract Template (Chinese and English)Article 1: PurposeThe purpose of this agreement is to establish a joint venture (JV) between a Chinese company and a foreign company for the purpose of cooperation in a specific industry or project.第一条:目的本协议的目的是为了在特定行业或项目中建立中外合作经营合资企业(JV)。

Article 2: Establishment of the Joint Venture1. The Chinese company and the foreign company each agree to invest a certain amount of funds or assets to establish the JV.2. The JV will be registered in accordance with Chinese laws and regulations.第二条:合资企业的建立1. 中方公司和外方公司各自同意投资一定数额的资金或资产成立JV。

2. JV将根据中国法律法规注册设立。

Article 3: Management Structure1. The JV will have a board of directors consisting of representatives from both the Chinese and foreign companies.2. The management of the JV will be jointly appointed by both parties.3. Decisions regarding major matters of the JV will require the consent of both parties.第三条:管理结构1. JV将设立由中外两家公司代表组成的董事会。

中外合资经营公司合同 (中英文对照)

中外合资经营公司合同 (中英文对照)

中外合资经营公司合同CONTRACT OF CHINESEFOREIGN EQUITY JOINT VENTURES1.1.1所依据的法规条文Applied Lawsand Regulations1. 依照《中外合资经营企业法》批准在中国境内设立的中外合资经营企业(以下简称合营企业)是中国的法人,受中国法律的管辖和保护。

1. Chinese-foreign equity joint ventures (hereinafter referred toas joint ventures) establishedwithin Chinese territory upon the approval in accordance with theLaw on Chinese-Foreign Equity Joint Ventures are Chinese legal persons, who shall be governed and protected by Chinese law.2. 在中国境内设立的合营企业,应当能够促进中国经济的发展和科学技术水平的提高,有利于社会主义现代化建设。

国家鼓励、允许、限制、或者禁止设立合营企业的行业,按照国家指导外商投资方向的规定及外商投资产业指导目录执行。

2. Joint ventures establishedwithin Chinese territory shall be able to promote the development of the economy and the enhancement of the science and technology of China and facilitate China’ssocialist modernization.Industries in which theestablishment of joint ventures is encouraged, permitted, restrictedor prohibited by the State shall be determined in accordance with provisions of the State in the Regulations on ForeignInvestment Guidelines and the Guideline Catalogue of Foreign Investment Industries.3. 在中国境内设立合营企业,必须经中华人民共和国对外贸易经济合作部(以下简称对外贸易合作部)审查批准。

中外合资经营合同格式(中英)5篇

中外合资经营合同格式(中英)5篇

中外合资经营合同格式(中英)5篇篇1中外合资经营合同格式(中英)合资经营合同合资经营合同范本本合资经营合同(以下简称“本合同”)由以下各方自愿签订:甲方:(中方合资方名称)地址:法定代表人:电话:传真:乙方:(外方合资方名称)地址:法定代表人:电话:传真:丙方:(合资企业名称)地址:法定代表人:电话:传真:为了规范双方合资经营的行为,保证各方合法权益,现甲、乙双方就合资公司设立、运营等事宜达成如下协议:第一条合资目的甲、乙双方为了共同开发市场,分享商业机会,提高经济效益,经友好协商一致,决定以【(填写公司名称)】为合资企业的名称,进行经营活动。

第二条经营范围合资企业的经营范围包括但不限于:1.(具体经营内容)2.(具体经营内容)3.(具体经营内容)......经营范围扩大或变更,应遵守相关法律法规的规定,并经甲、乙双方协商一致,并报相关部门备案。

第三条注册资本及股权比例1. 合资企业的注册资本为人民币【(填写具体数字)】万元,甲、乙双方分别出资【(填写具体数字)】万元。

2. 甲、乙双方的股权比例为【(填写具体数字)】∶【(填写具体数字)】。

3. 甲、乙双方应按照其出资比例享有合资企业的相应权益。

第四条经营管理机构1. 合资企业设董事会,董事会由甲、乙双方各自提名【(填写具体数字)】名成员组成,分别由甲、乙双方指派董事长。

2. 合资企业设总经理,由董事会聘任,董事长必须为总经理提名人。

3. 董事长和总经理分别负责合资企业的董事会和日常经营管理及决策。

第五条管理费用及利润分配1. 甲、乙双方应按照其出资比例分担合资企业的管理费用。

2. 合资企业经营盈利后,甲、乙双方按照其出资比例分享利润。

3. 合资企业亏损时,甲、乙双方应按照其出资比例分担亏损。

第六条合资企业财务管理1. 合资企业应建立健全的财务管理制度,负责人员应根据有关法律法规的规定进行财务管理。

2. 合资企业应每年定期开展审计年度报告,报相关部门备案。

有关中外合资经营合同格式附英文版7篇

有关中外合资经营合同格式附英文版7篇

有关中外合资经营合同格式附英文版7篇篇1本合同由以下双方签订:_____________(以下简称甲方) 和_____________(以下简称乙方)。

双方根据平等互利的原则,通过友好协商,就共同投资设立一家合资企业达成如下协议:一、合同双方二、合资企业名称及性质三、投资总额与注册资本四、出资方式及期限一、Terms and Conditions of Contract for Sino-Foreign Joint Venture (with English version attached)This contract is made by and between _________ (hereinafter referred to as Party A) and _________ (hereinafter referred to asParty B). On the principles of equality and mutual benefit through friendly consultations, both parties agree to jointly invest in the establishment of a joint venture company as follows:I. Parties to the ContractII. Name and Nature of the Joint Venture CompanyIII. Total Investment and Registered CapitalIV. Investment Methods and Time Limit篇2本合同由以下双方签订:甲方:【公司名称】(以下简称甲方)地址:【公司地址】法定代表人:【甲方法人姓名】国籍:【甲方法国籍】联系方式:【甲方联系方式】电子邮箱:【甲方邮箱地址】乙方:【公司名称】(以下简称乙方)地址:【公司地址】法定代表人:【乙方法人姓名】国籍:【乙方法国籍】联系方式:【乙方联系方式】电子邮箱:【乙方邮箱地址】鉴于甲乙双方共同决定设立一家中外合资经营的公司,在平等互利的基础上,经过友好协商,达成如下协议:一、合资公司的基本信息公司名称:【合资公司名称】公司地址:【合资公司地址】注册资本:【注册资本金额】经营范围:【公司经营范围】等事项达成了一致意见。

中外合资经营公司合同 (中英文对照)

中外合资经营公司合同 (中英文对照)

中外合资经营公司合同CONTRACT OF CHINESE FOREIGN EQUITY JOINT VENTURES1.1.1所依据的法规条文Applied Laws and Regulations1. 依照《中外合资经营企业法》批准在中国境内设立的中外合资经营企业(以下简称合营企业)是中国的法人,受中国法律的管辖和保护。

1. Chinese-foreign equity joint ventures (hereinafter referred to as joint ventures) established within Chinese territory upon the approval in accordance with the Law on Chinese-Foreign Equity Joint Ventures are Chinese legal persons, who shall be governed and protected by Chinese law.2. 在中国境内设立的合营企业,应当能够促进中国经济的发展和科学技术水平的提高,有利于社会主义现代化建设。

国家鼓励、允许、限制、或者禁止设立合营企业的行业,按照国家指导外商投资方向的规定及外商投资产业指导目录执行。

2. Joint ventures established within Chinese territory shall be able to promote the development of the economy and the enhancement of the science and technology of China and facili tate China’s socialist modernization.Industries in which the establishment of joint ventures is encouraged, permitted, restricted or prohibited by the State shall be determined in accordance with provisions of the State in the Regulations on Foreign Investment Guidelines and the Guideline Catalogue of Foreign Investment Industries.3. 在中国境内设立合营企业,必须经中华人民共和国对外贸易经济合作部(以下简称对外贸易合作部)审查批准。

中外合作经营合同格式(中英文)5篇

中外合作经营合同格式(中英文)5篇

中外合作经营合同格式(中英文)5篇篇1Sino-Foreign Joint Venture Operation ContractThis agreement is made and entered into on this [insert date], by and between [Chinese Company], a company organized and existing under the laws of the People's Republic of China, with its principal office located at [insert address], hereinafter referred to as the "Chinese Company", and [Foreign Company], a company organized and existing under the laws of [insert country], with its principal office located at [insert address], hereinafter referred to as the "Foreign Company".WHEREAS, the Parties wish to establish a joint venture to operate a [describe business activity] in the People's Republic of China.NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the Parties hereto agree as follows:1. Establishment of Joint VentureThe Parties agree to establish a joint venture company under the name of [Joint Venture Company], with its registered capital of [insert amount] to be contributed by the Parties in the following proportions: Chinese Company [insert percentage] and Foreign Company [insert percentage].2. Business ScopeThe business scope of the Joint Venture Company shall include [describe business activities]. The operation of the Joint Venture Company shall be guided by the laws of the People's Republic of China and any other applicable regulations.3. ManagementThe management of the Joint Venture Company shall be conducted by a Board of Directors consisting of [insert number] directors, with [insert number] to be appointed by the Chinese Company and [insert number] to be appointed by the Foreign Company.4. Financial MattersThe financial matters of the Joint Venture Company shall be handled in accordance with the provisions set forth in this agreement. The Parties agree to share profits and losses inproportion to their respective contributions to the registered capital.5. Dispute ResolutionAny dispute arising out of or in connection with this agreement shall be settled through friendly consultation between the Parties. If the Parties fail to resolve the dispute amicably, the matter shall be submitted to arbitration in accordance with the rules of the [appropriate arbitration institution].IN WITNESS WHEREOF, the Parties hereto have caused this agreement to be duly executed on the date and year first above written.[Chinese Company]By: __________________________[Foreign Company]By: __________________________This Sino-Foreign Joint Venture Operation Contract is hereby approved and ratified by the relevant authorities of both Parties.Date: __________________________[Government Authority of Chinese Company]By: __________________________[Government Authority of Foreign Company]By: __________________________This agreement constitutes the entire understanding between the Parties with respect to the subject matter hereof and supersedes all prior discussions, correspondence, understandings, and agreements between the Parties relating to such subject matter.IN WITNESS WHEREOF, the Parties hereto have executed this agreement as of the date and year first above written.[Chinese Company]By: __________________________[Foreign Company]By: __________________________This document represents a legal and binding contract between the Parties, each of whom has read and understood the terms and conditions contained herein.[Chinese Company]By: __________________________[Foreign Company]By: __________________________This Sino-Foreign Joint Venture Operation Contract shall become effective upon the signing by all Parties.Signed and sealed by the Parties on the date and year first above written.[Seal of Chinese Company][Seal of Foreign Company]篇2Joint Venture ContractThis Joint Venture Contract is made and entered into on [date], by and between [Party A], a company organized and existing under the laws of [Country A], and having its principal place of business at [address], [City], [Country A], hereinafter referred to as the "Chinese Party", and [Party B], a company organized and existing under the laws of [Country B], and having its principal place of business at [address], [City], [Country B], hereinafter referred to as the "Foreign Party".WHEREAS, the Parties desire to engage in a joint venture for the purpose of [purpose of the joint venture];NOW, THEREFORE, in consideration of the foregoing premises and the mutual covenants contained herein, the Parties agree as follows:1. Formation of Joint VentureThe Parties shall form a joint venture (the "Venture") to be named [Name of Joint Venture]. The Venture shall be organized as a [describe the type of entity] under the laws of [Country A]. The respective ownership interests of the Parties shall be [X%] for the Chinese Party and [Y%] for the Foreign Party.2. Principal Place of BusinessThe principal place of business of the Venture shall be located at [address], [City], [Country A], but the Venture may establish such other branch offices or facilities as may be deemed necessary or desirable.3. Business PurposeThe purpose of the Venture shall be to [describe the business purpose of the Joint Venture], including but not limited to [specific business activities].4. Capital ContributionThe Chinese Party shall contribute [amount] as its capital contribution to the Venture, and the Foreign Party shall contribute [amount] as its capital contribution. Each Party's capital contribution shall be paid within [number] days of the execution of this Contract.5. Management and OperationThe Venture shall be managed by a Board of Directors consisting of [X] directors appointed by the Chinese Party and [Y] directors appointed by the Foreign Party. The Board shall meet on a quarterly basis to oversee the operations and make strategic decisions for the Venture.6. Distribution of Profits and LossesAll profits and losses of the Venture shall be allocated in proportion to the ownership interests of the Parties. Any distributions of profits shall be made on a quarterly basis.7. Term and TerminationThis Contract shall have a term of [number] years, commencing on the date of execution. The Contract may be terminated by mutual agreement of the Parties or upon the occurrence of certain events as set forth herein.8. Governing LawThis Contract shall be governed by and construed in accordance with the laws of [Country A].IN WITNESS WHEREOF, the Parties hereto have executed this Contract as of the date first above written.[Signature of Chinese Party] [Signature of Foreign Party][Name of Signatory] [Name of Signatory][Title of Signatory] [Title of Signatory][Date][Date]Please note that this Joint Venture Contract is for reference purposes only and should be tailored to the specific needs and circumstances of the Parties involved. It is advisable to seek legal counsel before entering into any joint venture agreement.篇3Cooperative Operation Contract Format (Chinese-English)Contract Title: Cooperative Operation Contract Contracting Parties:Party A: [Name of Chinese Company]Address: [Address of Chinese Company]Legal Representative: [Name of Legal Representative] Contact Person: [Name of Contact Person] Telephone: [Telephone Number]Email: [Email Address]Party B: [Name of Foreign Company]Address: [Address of Foreign Company]Legal Representative: [Name of Legal Representative] Contact Person: [Name of Contact Person] Telephone: [Telephone Number]Email: [Email Address]Date of Contract: [Date]1. Purpose of Cooperation:Party A and Party B agree to enter into this cooperative operation contract for the purpose of jointly operating a business venture in [Country/Location].2. Scope of Cooperation:2.1 Party A shall be responsible for providing [Specific Responsibilities of Party A].2.2 Party B shall be responsible for providing [Specific Responsibilities of Party B].2.3 Both parties shall collaborate on [Specific Tasks to be Collaborated on].3. Investment:3.1 Party A shall invest [Amount] in the business venture.3.2 Party B shall invest [Amount] in the business venture.3.3 The investment shall be used for [Purpose of Investment].4. Profit Sharing:4.1 The profits and losses of the business venture shall be shared between Party A and Party B in the ratio of [Ratio].4.2 Profit sharing shall be conducted on a [Frequency] basis.5. Term of Contract:5.1 This contract shall be valid for a period of [Number] years.5.2 The contract may be renewed by mutual agreement of both parties.6. Termination:6.1 Either party may terminate this contract with [Number] days' written notice.6.2 In the event of termination, both parties agree to settle any outstanding financial obligations.7. Dispute Resolution:Any disputes arising from this contract shall be resolved through amicable negotiations between the parties. If an amicable resolution cannot be reached, the parties agree to submit the dispute to arbitration.8. Confidentiality:Both parties agree to maintain the confidentiality of any information shared during the course of their cooperation and not to disclose it to any third parties.9. Governing Law:This contract shall be governed by the laws of[Country/Location].10. Signatures:This contract shall be signed by the legal representatives of Party A and Party B on the date mentioned above.In witness whereof, the parties have executed this contract on the date first mentioned above.Party A: _______________________ (Seal)Party B: _______________________ (Seal)篇4Sino-Foreign Joint Venture AgreementThis Agreement is made and entered into on this ___ day of ____, 20__, by and between [Chinese Company Name], a company duly organized and existing under the laws of the People's Republic of China, with its principal place of business at [address], hereinafter referred to as the "Chinese Party", and [Foreign Company Name], a company duly organized and existing under the laws of [Foreign Country], with its principal place of business at [address], hereinafter referred to as the "Foreign Party."Whereas, the Chinese Party desires to enter into a joint venture with the Foreign Party for the purpose of establishing a business entity in China to engage in [describe the nature of the business], and the Foreign Party desires to participate in such joint venture;Now, therefore, the parties hereby agree as follows:1. Establishment of Joint VentureThe parties agree to establish a joint venture company under the name of [Joint Venture Company Name], which shall be registered in accordance with Chinese laws and regulations. The shareholding structure of the company shall be [percentage Chinese Party] owned by the Chinese Party and [percentage Foreign Party] owned by the Foreign Party.2. Business ScopeThe Joint Venture Company shall engage in the business of [describe the business activities of the company].3. Capital ContributionThe Chinese Party shall contribute [amount] as its capital contribution to the Joint Venture Company, while the Foreign Party shall contribute [amount] as its capital contribution. Thetotal registered capital of the Joint Venture Company shall be [total amount].4. ManagementThe management of the Joint Venture Company shall be handled by a board of directors, composed of [number] members, with [number] members appointed by the Chinese Party and [number] members appointed by the Foreign Party. The chairman of the board shall be appointed by the Foreign Party.5. Profit and Loss SharingThe profits and losses of the Joint Venture Company shall be shared by the parties in proportion to their respective shareholdings in the company.6. Term and TerminationThis agreement shall be effective as of the date first above written and shall continue in force for a term of [number] years. Either party may terminate this agreement by giving [number] months' written notice to the other party.In witness whereof, the parties hereto have executed this Agreement on the day and year first above written.Chinese Party:_______________[Name][Title]Foreign Party:_______________[Name][Title]篇5International Joint Venture AgreementThis Agreement is made and entered into as of [date], by and between [Foreign Company], a corporation organized and existing under the laws of [country], having its principal place of business at [address], and [Chinese Company], a corporation organize d and existing under the laws of the People’s Republic of China, having its principal place of business at [address].WHEREAS, the parties desire to form a joint venture to carry on a certain business in the People’s Republic of China; andWHEREAS, the parties desire to set forth the terms and conditions of their joint venture in this Agreement.NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:1. Formation of Joint Venture. The parties hereby agree to form a joint venture (the “Joint Venture”) for the purpose of [describe purpose of Joint Venture]. The Joint Venture shall be incorporated under the laws of the People’s Republic of China as a Sino-foreign joint venture.2. Ownership and Capital Contribution. The parties agree that their ownership interests in the Joint Venture shall be as follows:- [Foreign Company] shall contribute [percentage] of the total capital of the Joint Venture;- [Chinese Company] shall contribute [percentage] of the total capital of the Joint Venture.3. Management. The management of the Joint Venture shall be vested in a board of directors, consisting of [number] directors. [Foreign Company] shall have the right to appoint[number] directors, and [Chinese Company] shall have the right to appoint [number] directors. Any decision of the board of directors shall require the affirmative vote of [percentage] of the directors.4. Distribution of Profits and Losses. The profits and losses of the Joint Venture shall be distributed among the parties in proportion to their ownership interests in the Joint Venture.5. Term and Termination. The term of this Agreement shall commence on the date hereof and continue for a period of [number] years, unless terminated earlier by mutual agreement of the parties. In the event of termination of this Agreement, the parties shall wind up the affairs of the Joint Venture in accordance with the provisions of this Agreement.6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the People’s Republic of China.IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.[Foreign Company]By: ______________________Name: ____________________Title: _____________________ [Chinese Company] By: ______________________ Name: ____________________ Title: _____________________。

中外合作经营合同英文版6篇

中外合作经营合同英文版6篇

中外合作经营合同英文版6篇篇1Sino-Foreign Cooperative Operation Contract本合同由以下双方签订:Signed by and between:甲方:____________ (以下简称中方)Party A: ___________ (hereinafter referred to as the Chinese Party)乙方:____________ (以下简称外方)Party B: ___________ (hereinafter referred to as the Foreign Party)鉴于双方的意愿和优势互补,双方决定共同投资设立一家合作经营企业。

为明确双方的权利和义务,根据《中华人民共和国合同法》等相关法律法规的规定,双方经过友好协商,达成如下协议条款:WHEREAS the parties, in recognition of their mutual interests and complementary advantages, have decided tojointly invest in the establishment of a cooperative enterprise; and in order to clarify their rights and obligations, they have agreed upon the following terms and conditions in accordance with the Contract Law of the People’s Republic of China and other relevant laws and regulations.一、合作经营企业的名称和地址Name and Address of the Cooperative Enterprise: _________二、合作经营项目、经营期限和经营规模Scope of Cooperation, Term of Operation and Scale of Business: _________三、合作双方的基本情况Profiles of Both Parties:四、投资总额和注册资本Total Investment and Registered Capital:双方共同出资总额为_________元人民币。

有关中外合资经营合同格式附英文版3篇

有关中外合资经营合同格式附英文版3篇

有关中外合资经营合同格式附英文版3篇篇1Joint venture refers to a business arrangement in which two or more parties agree to put their resources together to start a new enterprise. In the case of a joint venture between Chinese and foreign entities, a joint venture agreement must be established to outline the terms and conditions of the partnership.A typical joint venture agreement includes various provisions, such as the purpose of the joint venture, the contributions of each party, the management structure, profit distribution, dispute resolution mechanisms, and the duration of the joint venture. It is important for both parties to carefully negotiate and draft the joint venture agreement to ensure that their interests are protected and that the partnership operates smoothly.Below is a sample template of a joint venture agreement between a Chinese company (Party A) and a foreign company (Party B), with both English and Chinese versions provided for reference:Joint Venture AgreementThis Joint Venture Agreement (the "Agreement") is entered into on [date] by and between:Party A: [Chinese company name and address]Party B: [Foreign company name and address]1. PurposeThe Parties agree to establish a joint venture for the purpose of [describe the business activities of the joint venture].2. ContributionsParty A shall contribute [specify the assets, resources, and funds] to the joint venture, while Party B shall contribute [specify the assets, resources, and funds] to the joint venture.3. ManagementThe joint venture shall be managed by a Board of Directors consisting of [number] directors, with Party A appointing [number] directors and Party B appointing [number] directors. Any decisions of the Board of Directors shall require [percentage] approval.4. Profit DistributionProfits of the joint venture shall be distributed in proportion to each party's contribution to the joint venture.5. Dispute ResolutionAny disputes arising from this Agreement shall be resolved through [arbitration/litigation], in accordance with the laws of [jurisdiction].6. DurationThis Agreement shall commence on [date] and shall continue for a period of [number] years, unless terminated earlier by mutual agreement of the Parties.IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above written.[Signature of Party A][Signature of Party B][Signature of Witness]篇2Joint Venture ContractThis Joint Venture Contract is entered into on this [date] day of [month], [year], by and between [Company A], a corporationorganized and existing under the laws of [country], with its principal place of business located at [address] (hereinafter referred to as "Company A"), and [Company B], a corporation organized and existing under the laws of [country], with its principal place of business located at [address] (hereinafter referred to as "Company B").WHEREAS, Company A and Company B desire to enter into a joint venture for the purpose of [describe the purpose of the joint venture];NOW, THEREFORE, in consideration of the mutual agreements and covenants herein contained, the parties hereto agree as follows:1. Formation of Joint VentureThe parties hereby agree to form a joint venture (hereinafter referred to as the "Joint Venture") to engage in the business of [describe the business activities of the Joint Venture].2. Ownership InterestCompany A and Company B shall each own [percentage] of the Joint Venture and shall share profits and losses equally.3. Management of Joint VentureThe management of the Joint Venture shall be conducted by a Board of Directors comprised of [number] directors, with each party appointing [number] directors. The Board of Directors shall have the power to make decisions regarding the operation and management of the Joint Venture.4. Capital ContributionsCompany A shall contribute [amount] and Company B shall contribute [amount] to the capital of the Joint Venture. The parties agree to provide such additional capital as may be necessary for the operation of the Joint Venture.5. Term of Joint VentureThe term of the Joint Venture shall be [number] years, unless terminated earlier in accordance with the provisions of this Contract.6. Distribution of ProfitsProfits of the Joint Venture shall be distributed to Company A and Company B in proportion to their ownership interests.7. Termination of Joint VentureThe Joint Venture may be terminated upon the agreement of both parties or upon the occurrence of any of the followingevents: [list events that can lead to the termination of the Joint Venture].IN WITNESS WHEREOF, the parties hereto have executed this Joint Venture Contract as of the date first above written.[Company A]By: _____________________________Name: ___________________________Title: ____________________________[Company B]By: _____________________________Name: ___________________________Title: ____________________________This Joint Venture Contract is hereby approved and accepted as of the date first above written.*This is a sample Joint Venture Contract and should be reviewed and modified to suit the specific needs of the parties involved.篇3Chinese-foreign Joint Venture ContractThis Contract is entered into on [Date], by and between [Foreign Company] ("Foreign Party"), a company organized and existing under the laws of [Country], and [Chinese Company] ("Chinese Party"), a company organized and existing under the laws of the People's Republic of China.WHEREAS, the Foreign Party and Chinese Party wish to establish a joint venture (the "Joint Venture") for the purpose of engaging in the business of [Describe Nature of Business];NOW, THEREFORE, the parties hereto agree as follows:1. Establishment of the Joint Venture:a. The Foreign Party and Chinese Party hereby agree to establish a joint venture company in accordance with the laws of the People's Republic of China.b. The Joint Venture shall be known as [Joint Venture Company Name] and shall have its registered address at [Address].c. The Joint Venture shall have a total registered capital of [Amount] with the Foreign Party contributing [Amount] and the Chinese Party contributing [Amount].2. Management of the Joint Venture:a. The Board of Directors of the Joint Venture shall consist of [Number] directors, with [Number] appointed by the Foreign Party and [Number] appointed by the Chinese Party.b. The Chairman of the Board shall be appointed by the Foreign Party and the General Manager shall be appointed by the Chinese Party.3. Operation of the Joint Venture:a. The Joint Venture shall engage in the business of [Describe Nature of Business] in accordance with the laws of the People's Republic of China.b. The Foreign Party and Chinese Party shall each bear their respective responsibilities and liabilities in the operation of the Joint Venture.4. Financial Matters:a. The profits and losses of the Joint Venture shall be distributed between the Foreign Party and Chinese Party in proportion to their respective contributions to the registered capital.b. The financial statements of the Joint Venture shall be audited annually by a qualified accounting firm.5. Term and Termination:a. The term of this Contract shall be [Number] years, commencing on the date of registration of the Joint Venture.b. Either party may terminate this Contract upon [Number] days' written notice to the other party.IN WITNESS WHEREOF, the parties hereto have executed this Contract as of the date first above written.Foreign Party: [Signature][Name][Title]Chinese Party: [Signature][Name][Title]【中外合资经营合同格式(英文版)】本合同由[日期]签订,双方为[外国公司]("外国方"),是根据[国家]法律组织并存在的公司,和[中国公司]("中国方")是根据中华人民共和国法律组织和存在的公司。

中外合资经营企业合同(中英对照)

中外合资经营企业合同(中英对照)

中外合资经营企业合同(中英对照)合资经营企业协议Joint Venture Agreement本协议于19XX年X月X日签订。

签约第一方:ABC公司,该公司系中国公司,在中国XX注册(以下简称"甲方");签约第二方:XYZ公司,系美国公司,在美国XX注册(以下简称"乙方")。

This Agreement made this____ day of____ , 19 by ABC Corporation (hereinafter called "Party A"), a Chinese corporation having its registered office at____, China, and XYZ Company (hereinafter called "Party B"), an American company having its registered office at_____, USA.兹证明WITNESSES甲方在中国生产和销售XX产品;乙方生产和销售XX产品(以下称"许可产品"),拥有许可产品的美国专利(以下称"专利")和X号注册商标;WHEREAS Party A is engaged in manufacturing and selling in China;and WHEREAS Party B is engaged in manufacturing and selling (hereinafter called "Licensed Product") and has American patent rights to Licensed Product (hereinafter called "Patents")and registered Trademark No.____(hereinafter called "Trademark");甲乙双方认为按照中华人民共和国的法律成立共同所有的公司(以下称"合营公司"),在XX地从事生产、销售和开发许可产品,对双方都是有利的;WHEREAS the Parties consider it mutually advantageous to organize a jointly owned corporation (hereinafter called "Joint Venture") under the laws of the People's Republic of China to engage in the manufacture, sale and development of Licensed Product in______.为此,鉴于本协议所述的前提与约定,特此立约如下:NOW THEREFORE, in consideration of the premises and convenance described hereinafter Party A and Party B agree as follows:第一条定义Article 1 Definitions在本协议中,除非文中另有明确规定,下列短语具有以下意思:1."合营企业",系指根据本协议建立的公司。

中外合作经营合同英文版3篇

中外合作经营合同英文版3篇

中外合作经营合同英文版3篇篇1Sino-Foreign Joint Venture ContractContracting Parties:Party A: [Chinese Company Name]Legal Representative: [Name]Address: [Address]Telephone: [Phone Number]Fax: [Fax Number]Email: [Email Address]Party B: [Foreign Company Name]Legal Representative: [Name]Address: [Address]Telephone: [Phone Number]Fax: [Fax Number]Email: [Email Address]Whereas:1. Both parties agree to establish a joint venture company in accordance with the laws and regulations of the People's Republic of China.2. The joint venture company will be engaged in [describe business activities].3. Party A will contribute [specify amount or assets] to the joint venture company, while Party B will contribute [specify amount or assets] to the joint venture company.4. The registered capital of the joint venture company will be [specify amount]. Party A will hold [specify percentage] of the shares, while Party B will hold [specify percentage] of the shares.5. The management structure of the joint venture company will consist of [describe management structure]. Party A will appoint [number] of directors, while Party B will appoint [number] of directors.6. The joint venture company will be responsible for all taxes, fees, and other expenses in accordance with Chinese law.7. Both parties agree to share profits and losses in proportion to their respective shareholdings in the joint venture company.8. This contract is valid for a period of [specify duration]. It may be renewed upon mutual agreement of the parties.9. Any disputes arising under this contract shall be settled through friendly consultation. If no resolution can be reached, the parties agree to submit the dispute to arbitration in accordance with the rules of the International Chamber of Commerce.10. This contract is executed in duplicate, with each party retaining one original copy.Party A: [Signature][Name][Date]Party B: [Signature][Name][Date]Signed and sealed on this [Date] day of [Month], [Year].Please note that this is a general template for a Sino-Foreign Joint Venture Contract. It is advisable to consult with legal professionals when drafting your own contract to ensure that itcomplies with the specific laws and regulations of the countries involved.篇2Sino-Foreign Cooperative Operation ContractThis Agreement is entered into by and between Party A and Party B on the basis of equality and mutual benefit.I. Parties to the Contract1. Party A: [Name of Party A], a company registered in [Country], with its principal place of business at [Address].2. Party B: [Name of Party B], a company registered in [Country], with its principal place of business at [Address].3. Both parties agree that Party A will be responsible for the investment and operation of the project, while Party B will provide technology, equipment, management expertise, and personnel.II. Scope of Cooperation1. Party B agrees to provide Party A with the necessary technology, equipment, and expertise for the operation of the project.2. Party A agrees to invest in the project and provide the necessary personnel for its operation.3. Both parties agree to cooperate in the management and operation of the project, and to share the profits and losses in accordance with the terms of this Agreement.III. Terms of Cooperation1. The term of this Agreement shall be [Duration] years, commencing on [Commencement Date] and ending on [Expiration Date]. The Agreement may be renewed by mutual agreement of the parties.2. Party A shall be responsible for the day-to-day operation of the project, while Party B shall provide assistance and guidance as needed.3. Both parties agree to share the profits and losses of the project in accordance with their respective contributions.IV. Responsibilities of the Parties1. Party A shall be responsible for the investment in the project, as well as the day-to-day operation and management of the project.2. Party B shall provide the necessary technology, equipment, and expertise for the operation of the project, as well as assistance and guidance as needed.3. Both parties agree to cooperate in good faith and to work together to achieve the objectives of the project.V. Intellectual Property Rights1. All intellectual property rights related to the project shall belong to the party that owns them.2. Both parties agree to protect each other's intellectual property rights and to use them only for the purposes of the project.3. Any improvements or modifications to the intellectual property made during the project shall belong to the party that made them.VI. Dispute Resolution1. Any disputes arising out of or in connection with this Agreement shall be resolved through negotiation between the parties.2. If the parties are unable to resolve the dispute through negotiation, they agree to submit the dispute to arbitration in accordance with the rules of [Arbitration Institution].3. The decision of the arbitrator(s) shall be final and binding on both parties.In witness whereof, the parties hereto have executed this Agreement as of the date first above written.Party A[Name][Title]Party B[Name][Title]篇3中外合作经营合同英文版International Cooperative Operation ContractThis Cooperative Operation Contract (the "Contract") is entered into as of [Date], by and between [Foreign Party], a company duly registered and existing under the laws of[Country], with its principal place of business at [Address] (the "Foreign Party"), and [Chinese Party], a company duly registered and existing under the laws of the People's Republic of China, with its principal place of business at [Address] (the "Chinese Party"). The Foreign Party and the Chinese Party are hereinafter referred to individually as a "Party" and collectively as "Parties".WHEREAS, the Parties desire to establish a cooperative business relationship in order to [purpose of cooperation];NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the Parties hereby agree as follows:1. Scope of Cooperation1.1 The Parties shall cooperate in [describe the scope of cooperation, such as production, sales, marketing, etc.].1.2 The Parties shall work together in good faith to achieve the objectives set forth in this Contract.2. Obligations of the Parties2.1 The Foreign Party shall provide [specific obligations of the Foreign Party].2.2 The Chinese Party shall provide [specific obligations of the Chinese Party].2.3 The Parties shall cooperate with each other and provide necessary assistance to ensure the successful implementation of this Contract.3. Duration of CooperationThe duration of this Contract shall be [Duration], unless terminated earlier in accordance with the terms hereof.4. Termination4.1 This Contract may be terminated by mutual agreement of the Parties.4.2 This Contract may be terminated by either Party upon [number] days' written notice to the other Party in the event of a material breach of this Contract by the other Party.5. Governing LawThis Contract shall be governed by and construed in accordance with the laws of the People's Republic of China.6. Dispute ResolutionAny dispute arising out of or in connection with this Contract shall be resolved through negotiation between the Parties. If the Parties fail to reach a resolution within [number] days, the dispute shall be submitted to [Arbitration/Other dispute resolution mechanism] for final resolution.IN WITNESS WHEREOF, the Parties have caused this Contract to be duly executed as of the date first above written.[Signatures]。

中外合资经营合同格式(中英)4篇

中外合资经营合同格式(中英)4篇

中外合资经营合同格式(中英)4篇篇1中外合资经营合同格式(中英)Contract for Sino-Foreign Equity Joint Venture中外合资经营合同Party A: XX 公司Party B: 外方公司名称Party A and Party B hereby agree to establish a Sino-Foreign Equity Joint Venture (EJV) in accordance with the Company Law of the People's Republic of China, the Law of the People's Republic of China on Chinese-Foreign Equity Joint Ventures, relevant laws and regulations and the following terms and conditions:Party A 和Party B 按照中华人民共和国《公司法》、《中华人民共和国中外合资经营企业法》及有关法规和以下条款的规定,就建立中外合资经营企业达成协议。

1. Name of the Joint Venture 合资企业名称The name of the Joint Venture shall be [中方公司名称– Party A名称– Foreign Company名称Joint Venture] (hereinafter referred to as "the Joint Venture").合资企业的名称为【中方公司名称– Party A名称– Foreign Company名称Joint Venture】(以下简称“该合资企业”)。

2. Registered Address and Term of Operation 注册地址和营业期限The registered address of the Joint Venture shall be at [address]. The term of operation shall be [number] years, commencing from the date of issuance of the Business License.合资企业的注册地址为【地址】。

中外合作经营合同英文版5篇

中外合作经营合同英文版5篇

中外合作经营合同英文版5篇篇1Sino-Foreign Cooperative Operation ContractThis Sino-Foreign Cooperative Operation Contract (hereinafter referred to as the "Contract") is made and entered into by Party A, a legal entity with business registration in China, and Party B, a legal entity duly organized under the laws of (specify country), who agree to jointly engage in a cooperative operation.Definitions and InterpretationTerms used in this Contract shall be defined in accordance with the laws of China, and any ambiguity shall be resolved in accordance with the principles of good faith and business ethics.Purpose and Scope of CooperationThe purpose of this Contract is to establish a cooperative partnership between the two parties for the purpose of (specify business activity or industry) in China. The scope of cooperation includes (list specifics: such as investment, joint operation, management, technology transfer, etc.).Terms and Conditions of Cooperation1. Investment: Party A shall contribute (specify amount) in cash/assets, while Party B shall contribute (specify amount) in cash/assets or technology/expertise.2. Management Structure: The cooperative enterprise shall establish a management committee consisting of representatives from both parties. Decisions shall be made by consensus.3. Operation and Profit Distribution: Operation shall be carried out under the joint responsibility of both parties. Profits shall be distributed in accordance with the agreed ratio or specified method.4. Term of Cooperation: The term of this cooperation shall be (specify duration), with an option for renewal upon mutual agreement.5. Termination: The Contract may be terminated under certain conditions specified in the Contract, such as breach of contract, expiration of term, or mutual agreement.Intellectual Property RightsAll intellectual property rights arising from the cooperative operation shall be owned by both parties in accordance with their respective contributions and agreed ownership structure.Confidentiality and Non-CompetitionBoth parties shall maintain confidentiality of sensitive information related to the cooperative operation and refrain from any activity that may harm the interests of the other party during and after the term of this Contract.Risk Management and LiabilitiesBoth parties shall jointly bear risks related to the cooperative operation and be liable for any losses incurred in accordance with their respective responsibilities and agreements.Law and JurisdictionThis Contract shall be governed by and interpreted in accordance with the laws of China. Any dispute arising from or in connection with this Contract shall be submitted to the court(s) located in (specify location) for resolution.Miscellaneous1. This Contract is made in both Chinese and English languages, with equal validity. In case of any discrepancies, the Chinese version shall prevail.2. Any amendment or supplement to this Contract shall be made in writing and approved by both parties.3. This Contract becomes effective upon signature by both parties and shall be registered with relevant authorities in China.Party A: _________________________Party B: _________________________Date: ________________Witness: ________________(Signature Blocks for Both Parties)(Notary's Signature if Registered) (盖章或签字)位置自行处理)请确保整体格式美观清晰,并符合中英文合同规范。

英文版中外合作经营合同范本3篇

英文版中外合作经营合同范本3篇

英文版中外合作经营合同范本3篇篇1CONTRACT OF COOPERATION FOR BUSINESS OPERATION BETWEEN CHINESE AND FOREIGN PARTIES合同编号:_____________甲方(中方):________________________ (以下简称“中方”)Party A (Chinese Party): ________________________ (hereinafter referred to as "the Chinese Party")乙方(外方):________________________ (以下简称“外方”)Party B (Foreign Party): ________________________ (hereinafter referred to as "the Foreign Party")鉴于甲乙双方同意共同合作经营某项业务,在平等互利的基础上,经过友好协商,达成如下协议:WHEREAS Party A and Party B agree to jointly operate a business on the basis of equality and mutual benefit, andthrough friendly consultation, the parties hereby conclude the following agreement:一、合同目的与宗旨This Contract is made for the purpose of establishing a cooperative business operation between the two parties, aiming at mutual success and benefit through joint efforts.二、合作经营项目The cooperative business project is: ________________________ (具体项目描述)。

中外合资经营公司合同 (中英文对照)

中外合资经营公司合同 (中英文对照)

中外合资经营公司合同CONTRACT OF CHINESE FOREIGN EQUITY JOINT VENTURES1.1。

1所依据的法规条文Applied Laws and Regulations1. 依照《中外合资经营企业法》批准在中国境内设立的中外合资经营企业(以下简称合营企业)是中国的法人,受中国法律的管辖和保护。

1。

Chinese-foreign equity joint ventures (hereinafter referred to as joint ventures) established within Chinese territory upon the approval in accordance with the Law on Chinese-Foreign Equity Joint Ventures are Chinese legal persons, who shall be governed and protected by Chinese law.2。

在中国境内设立的合营企业,应当能够促进中国经济的发展和科学技术水平的提高,有利于社会主义现代化建设。

国家鼓励、允许、限制、或者禁止设立合营企业的行业,按照国家指导外商投资方向的规定及外商投资产业指导目录执行。

2。

Joint ventures established within Chinese territory shall be able to promote the development of the economy and the enhancement of the science and technology of China and facilitate China’s socialist modernization。

Industries in which the establishment of joint ventures is encouraged, permitted, restricted or prohibited by the State shall be determined in accordance with provisions of the State in the Regulations on Foreign Investment Guidelines and the Guideline Catalogue of Foreign Investment Industries.3。

中外合资经营公司合同-(中英文对照)

中外合资经营公司合同-(中英文对照)

中外合资经营公司合同CONTRACT OF CHINESE FOREIGN EQUITY JOINT VENTURES1。

1.1所依据的法规条文Applied Laws and Regulations1. 依照《中外合资经营企业法》批准在中国境内设立的中外合资经营企业(以下简称合营企业)是中国的法人,受中国法律的管辖和保护。

1。

Chinese—foreign equity joint ventures (hereinafter referred to as joint ventures) established within Chinese territory upon the approval in accordance with the Law on Chinese-Foreign Equity Joint Ventures are Chinese legal persons, who shall be governed and protected by Chinese law。

2。

在中国境内设立的合营企业,应当能够促进中国经济的发展和科学技术水平的提高,有利于社会主义现代化建设。

国家鼓励、允许、限制、或者禁止设立合营企业的行业,按照国家指导外商投资方向的规定及外商投资产业指导目录执行。

2。

Joint ventures established within Chinese territory shall be able to promote the development of the economy and the enhancement of the science and technology of China and facilitate China’s socialist modernization.Industries in which the establishment of joint ventures is encouraged,permitted, restricted or prohibited by the State shall be determined in accordance with provisions of the State in the Regulations on Foreign Investment Guidelines and the Guideline Catalogue of Foreign Investment Industries.3. 在中国境内设立合营企业,必须经中华人民共和国对外贸易经济合作部(以下简称对外贸易合作部)审查批准.批准后,由对外贸易经济合作部发给批准证书。

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中外合资经营企业合同(中英对照)合资经营企业协议Joint Venture Agreement本协议于19XX年X月X日签订。

签约第一方:ABC公司,该公司系中国公司,在中国XX注册(以下简称"甲方");签约第二方:XYZ公司,系美国公司,在美国XX注册(以下简称"乙方")。

This Agreement made this____ day of____ , 19 by ABC Corporation (hereinafter called "Party A"), a Chinese corporation having its registered office at____, China, and XYZ Company (hereinafter called "Party B"), an American company having its registered office at_____, USA.兹证明WITNESSES甲方在中国生产和销售XX产品;乙方生产和销售XX产品(以下称"许可产品"),拥有许可产品的美国专利(以下称"专利")和X号注册商标;WHEREAS Party A is engaged in manufacturing and selling in China;and WHEREAS Party B is engaged in manufacturing and selling (hereinafter called "Licensed Product") and has American patent rights to Licensed Product (hereinafter called "Patents")and registered Trademark No.____(hereinafter called "Trademark");甲乙双方认为按照中华人民共和国的法律成立共同所有的公司(以下称"合营公司"),在XX地从事生产、销售和开发许可产品,对双方都是有利的;WHEREAS the Parties consider it mutually advantageous to organize a jointly owned corporation (hereinafter called "Joint Venture") under the laws of the People's Republic of China to engage in the manufacture, sale and development of Licensed Product in______.为此,鉴于本协议所述的前提与约定,特此立约如下:NOW THEREFORE, in consideration of the premises and convenance described hereinafter Party A and Party B agree as follows:第一条定义Article 1 Definitions在本协议中,除非文中另有明确规定,下列短语具有以下意思:1."合营企业",系指根据本协议建立的公司。

2."许可产品",系指XXXX。

3."专利",系指XXXX。

4."商标",系指XXXX。

In this Agreement, the following terms have the following meanings unless the context clearly dictates otherwise.1."Joint Venture" means the corporation to be organized pursuant to the provisions of Article 2 hereto.2."Licensed Product" means_____.3."Patents" means______.4."Trademark" means______.第二条建立合营企业Article 2 Formation of Joint Venture1、甲方和乙方按照中华人民共和国的法律建立合营企业。

2、合营企业称为XXXX,地址为XXXX。

3、合营企业的一切活动,必须遵守中华人民共和国的法律、法令和有关条例规定。

4、合营企业的组织形式为有限责任公司。

甲乙双方以各自认缴的出资额对合营公司的债务承担责任。

各方按其出资额在注册资本中的比例分享利润和分担风险及亏损。

5、合营企业的组建费用由甲乙双方平均分担。

1. Party A and Party B shall spare no efforts for the organization of Joint Venture under the laws of the People's Republic of China.2. The name of Joint Venture is______with its legal address:_______.3. All activities of Joint Venture shall comply with the provisions of the laws, decrees and pertinent regulations of the People's Republic of China.4. Joint Venture shall take the form of a limited liability company. The profits, risks and losses of Joint V enture shall be shared by both Party A and Party B in proportion to the contributions to the registered capital.5. The expenses of organizing Joint Venture shall be equally borne by Party A and Party B.第三条生产经营的目的、范围和规模Article 3 Purpose, Scope and Size of Business1、甲、乙双方合资经营的目的是:本着加强经济合作和扩大技术交流的愿望,采用先进而适用的技术和科学的经营管理方法,提高产品质量,开发新产品,并在质量、价格等方面具有国际市场上的竞争能力,提高经济效益,使投资各方获得满意的经济利益。

2、合营企业生产XXXX(许可产品),生产能力为每年XXXX。

合营企业将努力改进许可产品,改善管理,以适应国际竞争。

3、合营企业尽可能开发许可产品的新品种,以满足国内外市场的发展需要。

1. In line with the spirit of strengthening economic cooperation and expanding technical exchange, Joint Venture is to use state-of-the-art and appropriate technology and equipment, with efficient management systems, to produce Licensed Product which shall be of top quality and competitive in the world markets, so as to achieve satisfactory economic returns.2. Joint Venture is to product_____(Licensed Product) with a production capacity of_____per year. Joint Venture shall do its best to improve Licensed Product and management so as to be able to meet competition worldwide.3. Joint Venture shall, if possible, develop new varieties of Licensed Product in order to keep up with market developments both in the host country and in the world.第四条资本结构Article 4 Capital Structure1、合营企业的注册资本为XXXX,其中甲、乙双方各出资XX,即各占50%。

2、甲方出资(1)厂房:X X X X;(2)国产设备:X X X X;(3)现金:X X X X;(4)合资企业厂地:X X X X;3、乙方出资(1)现金:X X X X ;(2)先进设备:X X X X;(3)工业产权:X X X X。

乙方向甲方提供工业产权的技术资料包括影印本的专利证书和注册商标证书、有效期说明、技术特点、实际价值、价格计算依据等。

4、合营企业各方必须在19XX年X月X日前交付其出资。

迟交必须交纳利息或赔偿因此而造成的损失。

5、甲乙双方中任何一方转让其出资额,须经另一方同意和其政府批准,该方享有优先购买权。

1. The registered capital of Joint Venture shall be (amount of capital), of which half (50%) will be contributed by each Party.2. Party A's contributions include(1) Buildings and premises:______(value);(2) Domestically-made equipment:_____(value);(3) Cash:_____;(4) The site of Joint Venture:______(value).3. Party B's contributions include(1) Cash:______;(2) Sophisticated equipment:_______(value);(3) Industrial property _______(value).Party B shall present to Party A the relevant documentation on the industrial property including photocopies of the patent certificates and trademark registration certificates, statements of validity, their technical characteristics, practical value, the basis for calculating the price, etc.4. Each Party to Joint Venture shall pay in its contributions before______(time limit). Any delay in payment will be subject to a payment of interest or a compensation for the loss occurred therein.5. The transfer of one Party's share in the registered capital shall be effected with the prior consent of the other Party and approval of its government and the latter shall enjoy priority to purchase it.第五条专利许可Article 5 Patent Licensing Arrangement1、乙方同意向合营企业转让下列独家许可:(1)专利独占许可--依据本协议的专利许可协议,用乙方专利生产、使用和销售许可产品。

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