选读-中外合作经营合同范本.docx

选读:中外合作经营合同范本 THE CNTRAPERATIVE JINT VENTURE Chapter 17 Liability fr Breach f Cntract Article 42 Shuld the cperative venture cmpany be unable t cntinue itsperatin r achieve its business purpse due t the fact that ne f thecntracting parties fails t fulfil the bligatins prescribed by thecntract and articles f assciatin, r seriusly vilates the prvisinsf the cntract and articles f assciatin, that party shall be deemed thave unilaterally terminated the cntract. The ther party shall have theright t terminate the cntract in accrdance with the prvisins f thecntract after apprval by the riginal eaminatin and apprvalauthrity, and t claim damages. In case Party A and Party B f thecperative venture cmpany agree t cntinue the peratin, the party whfails t fulfil its bligatins shall be liable fr the ecnmic lssescaused thereby t the jint venture cmpany. Article 43 Shuld either Party A r Party B fail t prvide n schedule thecntributins in accrdance with the prvisins defined in Chapter 5 fthis cntract, the party in breach shall pay t the ther partyYuan, r % f the cntributin starting frm the firstmnth after eceeding the time limit. Shuld the party in breach fail tprvide after mnths,Yuan, r % f thecntributin shall be paid t the ther party, wh shall have the right tterminate the cntract and t claim damages frm the party in breach inaccrdance with the prvisins f Article 42 f the cntract. Article 44 Shuld all r part f the cntract and its appendices be unable t befulfilled wing t the fault f ne party, the party in breach shall bearthe liability therefr. Shuld it be the fault f bth parties, they shallbear their respective liabilities accrding t the actual situatin. Article 45 In rder t guarantee the perfrmance f the cntract and itsappendices, bth Party A and Party B shall prvide each ther with bankguarantees fr perfrmance f the cntract within days after thecntract cmes int frce. Chapter 18 Frce Majeure Article 46 Shuld either f the parties t the cntract be prevented frmeecuting the cntract by frce majeure, such as earthquake, typhn,fld, fire, war r ther unfreseen events, and their ccurrence andcnsequences are unpreventable and unavidable, the prevented party shallntify the ther party by telegram withut any delay, and within 15 daysthereafter prvide detailed infrmatin f the events and a valid dcumentfr evidence issued by the relevant public ntary rganizatin eplainingthe reasn f its inability t eecute r delay the eecutin f all rpart f the cntract. Bth parties shall, thrugh cnsultatins, decidewhether t terminate the cntract r t eempt part f the bligatins frimplementatin f the cntract r whether t delay the eecutin f thecntract accrding t the effects f the events n the perfrmance f thecntract. Chapter 19 Applicable Law Article 47 The frmatin, validity, interpretatin, eecutin and settlement fdisputes in respect f, this cntract shall be gverned by the relevantlaws f the Peple’’s Republic f China. Chapter 20 Settlement f Disputes Article 48 Any disputes arising frm the eecutin f, r in cnnectin with, thecntract shall be settled thrunsultatins between bthparties. In case n settlement can be reached thrugh cnsultatins, thedisputes shall be submitted t the Freign Ecnmic and Trade ArbitratinCmmissin f the China Cuncil fr the Prmtin f Internatinal Tradefr arbitratin in accrdance with its rules f prcedure. The arbitralaward is final and binding upn bth parties. Article 49 During the arbitratin, the cntract shall be bserved and enfrced bybth parties ecept fr the matters in dispute. Chapter 21 Language Article 50 The cntract shall be written in Chinese and in . Bthlanguage versins are equally authentic. In the event f any discrepancybetween the tw afrementined versins, the Chinese versin shallprevail. Chapter 22 Effectiveness f the Cntract and Miscellaneus Article 51 The appendices drawn up in accrdance with the principles f thiscntract are integral parts f this cntract, including: the prjectagreement, the technlgy transfer agreement, the sales agreement etc. Article 52 The cntract and its appendices shall cme int frce cmmencing frmthe date f apprval f the Ministry f Freign Trade and EcnmicCperatin f the Peple’’s Republic f China (r its entrustedeaminatin and apprval authrity). Article 53 Shuld ntices in cnnectin with any party’’s rights and bligatinsbe sent by either Party A r Party B by telegram r tele, etc., theWritten letter ntices shall be als required afterwards. The legaladdresses f Party A and Party B listed in this cntract shall be thepsting addresses. Article 54 The cntract is signed in , China by the authrizedrepresentatives f bth parties n ,19. Fr Party A Fr Party B (Signature)(Signature)