【最新合同協(xié)議】合同法英文版范本

1、合同訂立原那么平等原那么：根據(jù)?中華人民共和國(guó)合同法?第三條：“合同當(dāng)事人的法律地位平等，一方 不得將自己的意志強(qiáng)加給另一方的規(guī)定，平等原那么是指地位平等的合同當(dāng)事人， 在充分協(xié)商達(dá)成一致意思表示的前提下訂立合同的原那么。這一原那么包括三方面內(nèi) 容：合同當(dāng)事人的法律地位一律平等。不管所有制性質(zhì)，也不問單位大小和經(jīng)濟(jì) 實(shí)力的強(qiáng)弱，其地位都是平等的。合同中的權(quán)利義務(wù)對(duì)等。當(dāng)事人所取得財(cái)產(chǎn)、 勞務(wù)或工作成果與其履行的義務(wù)大體相當(dāng)；要求一方不得無(wú)償占有另一方的財(cái)產(chǎn)， 侵犯他人權(quán)益；要求禁止平調(diào)和無(wú)償調(diào)撥。合同當(dāng)事人必須就合同條款充分協(xié) 商，取得一致，合同才能成立。任何一方都不得凌駕于另一方之上，不得把

2、自己的 意志強(qiáng)加給另一方，更不得以強(qiáng)迫命令、脅迫等手段簽訂合同。自愿原那么：根據(jù)?中華人民共和國(guó)合同法?第四條：“當(dāng)事人依法享有自愿訂立合同的權(quán) 利，任何單位和個(gè)人不得非法干預(yù)的規(guī)定，民事活動(dòng)除法律強(qiáng)制性的規(guī)定外，由 當(dāng)事人自愿約定。包括：第一，訂不訂立合同自愿；第二，與誰(shuí)訂合同自愿，；第 三，合同內(nèi)容由當(dāng)事人在不違法的情況下自愿約定；第四，當(dāng)事人可以協(xié)議補(bǔ)充、 變更有關(guān)內(nèi)容；第五，雙方也可以協(xié)議解除合同；第六，可以自由約定違約責(zé)任， 在發(fā)生爭(zhēng)議時(shí)，當(dāng)事人可以自愿選擇解決爭(zhēng)議的方式。公平原那么：根據(jù)?中華人民共和國(guó)合同法?第五條：“當(dāng)事人應(yīng)當(dāng)遵循公平原那么確定各方 的權(quán)利和義務(wù)的規(guī)定，公平原那

3、么要求合同雙方當(dāng)事人之間的權(quán)利義務(wù)要公平合理 具體包括：第一，在訂立合同時(shí)，要根據(jù)公平原那么確定雙方的權(quán)利和義務(wù)；第二， 根據(jù)公平原那么確定風(fēng)險(xiǎn)的合理分配；第三，根據(jù)公平原那么確定違約責(zé)任。 老實(shí)信用原那么：根據(jù)?中華人民共和國(guó)合同法?第六條：“當(dāng)事人行使權(quán)利、履行義務(wù)應(yīng)當(dāng)遵 循老實(shí)信用原那么的規(guī)定，老實(shí)信用原那么要求當(dāng)事人在訂立合同的全過(guò)程中，都要 老實(shí)，講信用，不得有欺詐或其他違背老實(shí)信用的行為。合同法英文版Con tractLaw of the People's Republic of China法院版GENERALPROVISIONSCHAPTER1GENERALPROVISI

4、ONSCHAPTER2CONCLUSIONOF CONTRACTSCHAPTER3EFFECTIVENESSOF CONTRACTSCHAPTER4PERFORMANCEF CONTRACTSCHAPTER5MODIFICATION AND ASSIGNMENTOFCONTRACTSCHAPTER6 TERMINATIONOF THE RIGHTS AND OBLIGATIONS OF CONTRACT3CHAPTER7 LIABILITY FOR BREACH OF CONTRACTSCHAPTER8 MISCELLANEOUBROVISIONSSPECIFIC PROVISIONSCHAP

5、TER9 CONTRACTSOR SALESCHAPTER10 CONTRACTSFOR SUPPLY AND USE OF ELECTR ICITY, WATER, GAS OR HEATINGCHAPTER11CONTRACTSFOR DONATIONCHAPTER12CONTRACTSFOR LOANSCHAPTER13CONTRACTSFOR LEASECHAPTER14CONTRACTSFOR FINANCIAL LEASECHAPTER15CONTRACTSFOR WORKCHAPTER16CONTRACTSFOR CONSTRUCTIONPROJECTSCHAPTER17CONT

6、RACTSFOR TRANSPORTATIONSECTION 1GENERALRULESSECTION 2CONTRACTSFOR PASSENGERTRANSPORTATIONSECTION 3CONTRACTSFOR GOODSTRANSPORTATIONSECTION 4CONTRACTSFOR MULTI-MODALTRANSPORTATIONCHAPTER18CONTRACTSFOR TECHNOLOGYSECTION 1GENERALRULESSECTION 2CONTRACTSFOR TECHNOLOGYDEVELOPMENTSECTION 3 CONTRACTSFOR TECH

7、NOLOGYTRANSFERSECTION 4CONTRACTSFOR TECHNICAL CONSULTANCYANDTECHNICAL SERVICE CHAPTER19 CONTRACTSFOR STORAGECHAPTER20CONTRACTSFOR WAREHOUSINGCHAPTER21CONTRACTSFOR COMMISSIONCHAPTER22CONTRACTSFOR BROKERAGECHAPTER23CONTRACTSFOR INTERMEDIATIONSUPPLEMENTARPYROVISIONSArticle 1 This Law is formulated with

8、 a view to protecting the lawful rights and interests of the p arties to contracts, maintaining the social economic o rder and promoting the progress of the socialist mode rnization drive.Article 2 A contract in this Law refers to an a greement establishing, modifying and terminating the ci vil righ

9、ts and obligations between subjects of equal footing, that is, between natural persons, legal perso ns or other organizations.Agreements involving personal status relationship su ch as on matrimony, adoption, guardianship, etc. shall apply the provisions of other Laws.Article 3 The parties to a cont

10、ract shall have e qual legal status. No party may impose its will on the other party.Article 4 The parties e voluntary to enter into ith the law. No unit or erfere.shall havetherightsto ba contractinaccordance windividualmayillegallyintArticle5 The partiesshall abide by the principle of fairnessin d

11、efiningthe rights and obligationsof each party.Article 6 The parties must act in accordance with the principle of good faith, no matter in exercisin g rights or in performing obligations.Article 7 In concluding and performing a contract, the parties shall abide by the laws and administrat ive regula

12、tions, observe social ethics. Neither party may disrupt the socioeconomic order or damage the public interests.Article 8 As soon as a contract is established i n accordance with the law, it shall be legally bindi ng on the parties. The parties shall perform their r espective obligations in accordanc

13、e with the terms of the contract. Neither party may unilaterally modify or rescind the contract.The contract established according to law shall be under the protection of law.CHAPTER2 CONCLUSIONOF CONTRACTSArticle 9 In concluding a contract,the parties shall have appropriate civilcapacity of right a

14、nd civil capacity of conduct.The parties may conclude a contract through an ag ent in accordance with the law.Article10 The partiesmay conclude a contractinwritten, oral or other forms.Where thelawsor administrativeregulationsrequirea contracttobe concluded inwritten form,the contract shallbein writ

15、ten form.Ifthe parties agreeto do so,thecontract shallbeconcludedin written form.Article 11 The written forms mean the forms which can show the described contents visibly, such as a written contractual agreement, letters, and data- telex (including telegram, telex, fax, EDI and emails).Article 12 Th

16、e contents of a contract shall be a greed upon by the parties, and shall contain the followingclausesin general:(1)titleor name and domicile ofthe parties;(2)contractobject;(3)quantity;(4)quality;(5)priceor remuneration;(6)time limit, place and method ofperformance;(7)liabilityfor breach of contract

17、;and(8)methodsto settle disputes.Thepartiesmay conclude a contractby referenceto the model text of each kind of contract.Article 13 The parties shall conclude a contract in the form of an offer and acceptance.Article 14 An offer is a proposal hoping to ente r into a contract with other parties.The p

18、roposal shall comply with the following stipulations:(1) Itscontents shall be detailedanddefinite;(2) Itindicatesthe proposaloftheofferor tobe bound incaseof acceptance.Article15 Aninvitation forofferisa proposalfor requesting other parties to make offers to the principal. Price forms mailed, public

19、 notices of auc tion and tender, prospectuses and commercial advertisem ents, etc. are invitations for offer.Where the contents of a commercial advertisement c omply with the terms of the offer, it may be regard ed as an offer.Article 16 An offer becomes effective when it rea ches the offeree.If a c

20、ontract is concluded by means of data- telex, and a recipient appoints a specific system toreceive the data-telex, the time when the data- telex enters the system shall be the time of arrival ; if no specificsystem is appointed, the time whenthe data-telex first enters any of the recipient's sys

21、tems sha ll be regarded as the time of arrival.Article 17 An offer may be withdrawn, if the wit hdrawal notice reaches the offeree before or at the same time when the offer arrives.Article 18 An offer may be revoked, if the revoc ation reaches the offeree before it has dispatched an acceptance.Artic

22、le 19 An offer may not be revoked, if(1) the offeror indicates a fixed time for accept ance or otherwise explicitly states that the offer is irrevocable; or(2) the offeree has reasons to rely on the offer as being irrevocable and has made preparation for p erforming the contract.Article 20 An offer

23、shall be null and void under any of the following circumstances:(1) The notice of rejection reaches the offeror;(2) The offeror revokes its offer in accordance w ith the law;(3) The offeree fails to make an acceptance at t he time when the time limit for acceptance expires;(4) The offeree substantia

24、lly alters the contents of the offer.Article 21 An acceptance is a statement made by the offeree indicating assent to an offer.Article22 Except that it is based on transactionpractices or that the offer indicates an acceptance may be made by performing an act, the acceptance s hall be made by means

25、of notice.Article 23 An acceptance shall reach the offeror within the time limit fixed in the offer.Where no time limitis fixed in the offer, theacceptance shall arrive in accordance with the followi ng provisions:(1) If the offer is made in dialogues, the accep tance shall be made immediately excep

26、t as otherwise a greed upon by the parties;(2) If the offer is made in forms other than a dialogue, the acceptance shall arrive withina reasonable period of time.Article 24 Where the offeris made in a letteror a telegram, the time limitfor acceptance commences from the date shown in the letter or fr

27、om the mo ment the telegram is handed in for dispatch. If no such date is shown in the letter, it commences from the date shown on the envelope. Where an offer is made by means of instantaneous communication, such a s telephone or facsimile, the time limit for acceptan ce commences from the moment t

28、hat the offer reaches the offeree.Article 25 A contract is established when the acc eptance becomes effective.Article 26 An acceptance becomes effective when it s notice reaches the offeror. If an acceptance needn' t be notified, it becomes effective when an act ofacceptance is performed in acco

29、rdance with transaction practices or as required in the offer.Where a contract is concluded in the form of dat a-telex, the time when an acceptance arrives shall appl y the provisions of Paragraph 2, Article 16 of this Law.Article27 An acceptancemaybe withdrawn,but anoticeofwithdrawal shallreachtheo

30、fferorbeforethenoticeof acceptancereachestheofferoror atthe same time when the acceptance reaches the offer or.Article 28 Where an offeree makes an acceptance b eyond the time limit for acceptance, the acceptance s hall be a new offer except that the offeror informs the offeree of the effectiveness

31、of the said accept ance promptly.Article 29 If the offeree dispatches the acceptanc e within the time limit for acceptance which can rea ch the offeror in due time under normal circumstances , but the acceptance reaches the offeror beyond the time limit because of other reasons, the acceptance s hal

32、l be effective, except that, the offeror informs t he offeree promptly that it does not accept the acce ptance because it exceeds the time limit for acceptan ce.Article 30 The contents of an acceptance shall co mply with those of the offer. If the offeree substan tially modifies the contents of the

33、offer, it shall constitute a new offer. The modification relating to the contract object, quality, quantity, price or remun eration, time or place or method of performance, liab ilities for breach of contract and the settlement of disputes, etc., shall constitute the substantial modi fication of an

34、offer.Article 31 If the acceptance does not substantiall y modifies the contents of the offer, it shall be e ffective, and the contents of the contract shall be subject to those of the acceptance, except as rejecte d promptly by the offeror or indicated in the offer that an acceptance may not modify

35、 the offer at all.Article 32 Where the parties conclude a contract in written form, the contract is established when bot h parties sign or affix a seal on it.Article 33 Where the parties conclude the contract in the form of a letter or data-telex, etc., one party may request to sign a letter of conf

36、irmation before the conclusion of the contrac t. The contract shall be established at the time whe n the letter of confirmation is signed.Article 34 The place of effectiveness of an accep tance shall be the place of the establishment of the contract.If the contract is concluded in the form of datate

37、lex, the main business placeof the receipientshall be the placeofestablishment.If no main businessplace, its habitualresidenceshall be consideredtobe the placeofestablishment.Where the partiesagree otherwise,theplace of establishment shall besubject to that agreement.Article 35 Where the parties con

38、clude a contract in written form, the place where both parties sign o r affix a seal shall be the place where the contrac t is established.Article 36 A contract, which shall be concluded i n written form as provided for by the laws and admi nistrative regulations or as agreed upon by the parti es, s

39、hall be established, as the parties do not use the written form, but one party has performed the principal obligationand the other party has receivedit.Article 37 A contract, which is concluded in writ ten form, shall be eslablished,if one party has performed its principal obligationand the other pa

40、rty has received it before signiture or affixing with a s eal.Article 38 In case the State issues a mandatory plan or a State purchasing order task based on neces sity, the relevant legal persons or other organization s shall conclude contracts between them in accordance with the rights and obligati

41、ons as stipulated by th e relevant laws and administrative regulations.Article 39 Where standard terms are adopted in co ncluding a contract, the party which supplies the sta ndard terms shall define the rights and obligations b etween the parties abiding by the principle of fairness, request the ot

42、her party to note the exclusion or restrictionof its liabilities in reasonable ways, and explain the standard terms according to the requir ement of the other party.Standard terms are clauses which are prepared in advance for general and repeated use by one party an d which are not negotiatied with

43、the other party in concluding a contract.Article 40 When standard terms are under the circumstances stipulatedin Article 52 and Article 53 ofthis Law, or the party which supplies the standardweights the liabilitiesterms exempts itself from its liabilities,of the other party, and excludes therights o

44、f theotherparty, the termsshall be nulland void.Article 41If adispute over theunderstanding ofthe standardtermsoccurs, it shallbe interpretedaccording to generalunderstanding. Where there are two or more kinds ofinterpretation,an interpretationunfavourable to the party supplying the standard termssh

45、all be preferred. Where the standard terms are in consistent with nonstandard terms, the latter shall be adopted.Article 42 The party shall be liable for damages if it is under one of the following circumstances in concluding a contract and thus causing losses to the other party:(1) disguising and p

46、retending to conclude a contra ct, and negotiating in bad faith;(2) concealing deliberately the important facts rel ating to the conclusion of the contract or providing deliberately false information;(3) performing other acts which violate the princi ple of good faith.Article 43 A business secret th

47、e parties learn inconcludinga contractshallnotbe disclosed orunfairly used,no matterthecontractis establishedornot. Theparty whocausestheother party to suffer from losses due todisclosingor unfairly usingthe businesssecret shallbeliablefor damages.CHAPTER3 EFFECTIVENESSOF CONTRACTSArticle 44 The con

48、tract established according to l aw becomes effective when it is established.With regardto contracts which are subjecttoapproval or registration asprovided for bythelawsoradministrativeregulations,theprovisionsthereofshallbe followed.Article 45The partiesmayagree onsomecollateralconditionsrelating t

49、otheeffectivenessofacontract. The contract with entry-into-force conditions shall be effective when such conditio ns are accomplished. The contract with dissolving cond itions shall be null and void when such conditions a re accomplished.To unfairly prevent the conditions from being acco mplished by

50、 one party for its own interests shall be regarded as those conditions have been accomplished.To unfairly promoting the accomplishment of such con ditions by one party shall be regarded as nonaccomplishment.Article 46Thepartiesmay agreeon aconditionaltime periodas totheeffectivenessofthe contractA c

51、ontractsubjecttoan effectivetimeperiod shall come into force when the period expires. A contra ct with terminationtime period shall become invalidwhen the period expires.Article 47 A contract concluded by a person with limited civil capacity of conduct shall be effective after being ratified afterwa

52、rds by the person's statutoryagent, buta pureprofit-makingcontractor a contractconcludedwhichis appropriateto theperson'sage,intelligenceormental healthconditionsneed notberatifiedby theperson'sstatutory agent.The counterpart may urge the statutory agent to r atify thecontractwithin one

53、month.Itshallberegarded asa refusalofratificationthatthe statutoryagent does notmakeany expression.A bonafidecounterparthas therightto withdrawit beforethecontract is ratified. The withdrawal shall be made by means of notice.Article 48 A contract concluded by an actor who has no power of agency, who

54、 oversteps the power of agency, or whose power of agency has expired and yet concludes it on behalf of the principal, shall haveno legally binding force on the principal without r atification by the principal, and the actor shall be held liable.The counterpart may urge the principal to ratify it wit

55、hin one month. It shall be regarded as a refu sal of ratification that the principal does not make any expression. A bona fide counterpart has the rig ht to withdraw it before the contract is ratified. T he withdrawal shall be made by means of notice.Article 49 If an actor has no power of agency, ov

56、ersteps the power of agency, or the power of agenc y has expired and yet concludes a contract in the p rincipal'sname, and the counterpart has reasons to trust that the actor has the power of agency, the ac t of agency shall be effective.Article 50 Where a statutory representative or aresponsible personofalegalperson or other organizationoversteps his/herpowerandconcludesa contract, therepresentativeactshallbeeffectiveexcept that