As people’s understanding of the law deepens, contracts appear more and more often in our lives. When reaching an agreement, we can enjoy a certain degree of freedom in formulating contracts. I believe everyone is worried about writing a contract again. Below is the format and sample of the contract that I have compiled for you. I hope it can help you.
The format of the contract
The first is the subject of the contract:
Party A:
Legal representative:
Address:
Postal code:
Party B:
Legal representative:
Address:
Postal code:
Third party:
Legal representative:
Address:
Postal code:
Contract content:
After friendly negotiation between the two parties, based on the principles of equality, mutual benefit and mutual development, Party B has reached the following cooperation agreement on the joint development of xxxx services for Party A’s customers:
1. Both parties agree that Party B shall provide Party A with xxx services;
Chapter 1 Definition and Explanation
1. Definition of terms: (Service Definition)
1.1 Chinese laws: any laws and regulations currently promulgated by China.
1.2 Trade secrets: technical, financial, commercial or other information that belongs to a party and/or its subsidiaries or affiliates and is regarded as a trade secret by that party, which has the following characteristics:
a. Not known to the public;
b. Can bring economic benefits to the right holder;
c. Practical;
d. It is regarded as a secret by the right holder and appropriate protective measures are taken.
1.3 Effective Date: This Agreement shall be deemed to be effective from the date of signature.
1. 4 Force majeure: An unforeseen event that occurs within the term of this agreement (or is foreseeable, but its occurrence or consequences are inevitable), is beyond the control of either party and makes it impossible for either party to perform or completely Performance of this agreement: government actions, earthquakes, typhoons, fires, floods, epidemics, wars, strikes, riots, hacker attacks, technological controls or any other natural or man-made disasters.
1.5 Cooperation period: the period of this agreement mentioned in the agreement.
2. Explanation:
2.1 The date referred to in this agreement is the Gregorian calendar day, and the business day referred to in this agreement refers to the legal business day in China.
2.2 The titles in this agreement are for reference only and do not affect the meaning and interpretation of any part of this agreement.
2.3 Whenever chapters, clauses, and paragraphs are mentioned, they refer to the chapters, clauses, and paragraphs of this Agreement.
Chapter 2 Statement and Warranty
1. Legal status: Each party declares and warrants that it is qualified to engage in transactions under this agreement, and that the transactions described are consistent with its operations. stipulations on the scope; 1.1 has full authority to enter into this Agreement and perform its obligations under this Agreement; 1.2 Its authorized representative has full authority to sign this Agreement on its behalf (the original copy of the authorization letter shall be kept by the other party for review); 1.3 To the best of its knowledge, its authorized representative All documents issued by government departments at the place of registration or place of business that may have a significant adverse impact on the performance of obligations under this Agreement have been disclosed to the other party;
2. Legal effect: 2.1 From the effective date, This Agreement is legally binding on both parties. 2.2 Each party guarantees that the signing and performance of this Agreement and the commercial transactions planned pursuant to this Agreement will not violate Chinese laws in any respect.
Chapter 3 Cooperation Content and Method
1. Cooperation Content: 2. Cooperation Method
Chapter 4 Rights and Obligations
1. Rights and obligations of Party A: 2. Rights and obligations of Party B
Chapter 5 Income
1. Settlement currency: 2. Settlement cycle: 3. Settlement method 4. Settlement Process:
Chapter 6 Cooperation Period
1. Cooperation Period: The cooperation period between the two parties is x years, that is, from xx, month xx, 200x to xx, month xx, 200x.
2. Extension: Either party can propose an extension in writing to the other party within xx days before the expiration of the cooperation period. With the unanimous consent of both parties, a renewal agreement can be signed.
Chapter 7 Liability for Breach of Contract
1. General Breach of Contract If any party breaches its obligations under this Agreement, the breaching party shall receive a written request from the non-breaching party to correct its breach of contract. On the date of notification, the breaching party shall immediately cease its breach of contract and compensate the non-breaching party for all losses suffered thereby within 10 days. If the defaulting party continues to breach the contract or fails to perform its obligations, the non-defaulting party, in addition to receiving compensation from the defaulting party for all losses, also has the right to terminate this agreement early.
2. If both parties responsible for breach of contract are at fault, each party shall bear its respective liability for breach of contract based on the actual degree of fault.
Chapter 8 Taxation
1. Each party to this agreement shall independently bear any taxes payable for the performance of its respective obligations stipulated in this agreement in accordance with the provisions of Chinese law. .
Chapter 9 Termination
1. Termination Situations This agreement will be terminated when any of the following circumstances occurs:
1.1 The cooperation period expires and both parties decide not to Renew the contract;
1.2 The non-defaulting party terminates this agreement;
1.3 Either party declares bankruptcy or enters liquidation or dissolution procedures;
1.4 If force majeure lasts for thirty (30) days or more, either party shall issue a written notice to terminate this Agreement in accordance with the provisions of this Agreement.
2. Matters after termination
2.1 Within fifteen (15) days after the termination of this agreement, both parties shall cancel the link between each other's systems.
2.2 The termination of this agreement will not affect the unfinished settlement obligations before the termination of this agreement.
Chapter 10 Applicable Law and Dispute Resolution
1. Applicable Law: The signing, validity, interpretation and execution of this Agreement and the resolution of disputes under this Agreement shall be governed by China law.
2. Negotiation and mediation: Disputes arising from the interpretation and execution of this Agreement shall first be resolved by both parties through friendly negotiation (or) through mediation by a neutral fifth party. If the dispute cannot be resolved in the aforementioned manner within thirty days after the commencement of negotiations, either party may submit the relevant dispute to arbitration.
3. Arbitration:
3.1 Any dispute submitted for arbitration shall be submitted to the "xx Arbitration Committee" for arbitration;
3.2 All arbitration procedures shall be conducted in Chinese ;
3.3 The arbitration award is final and binding on both parties. Unless the arbitral tribunal rules otherwise, the arbitration fees shall be borne by the losing party, and any arbitral award may be enforced by a court with jurisdiction over the losing party or its property;
3.4 During the arbitration process, both parties shall still Continue to perform the portion of this Agreement that is not submitted to arbitration.
Attachments:
The attachments to this agreement are an integral part of this contract and have the same legal effect as this agreement.
Matters not covered in this agreement:
Matters not covered in this agreement shall be resolved through separate negotiations between the two parties. The agreed content shall be determined in the form of a supplementary agreement, which shall have the same effect as this agreement after being signed and sealed.
(Signed and sealed by both parties to the contract)
Sample text:
Party A: __________________
Party B: __________________
Party A and Party B signed this contract through friendly consultations and in accordance with the relevant laws and regulations of the People's Republic of China on the basis of the principles of voluntariness, equality, fairness, honesty and credibility, and shall be abided by by both parties.
Within the scope of Article 1, the relationship between the two parties is determined to be a cooperative relationship. In order to expand the market and serve consumers better and more standardizedly, according to the company's plan, Party A, based on Party B's application and review of Party B's operating capabilities, agrees to Party B's joining the sales network of ___________ Company. Party B agrees to exclusively operate the (_______) brand in _______ province (city, autonomous region) _______ city (region) _______ county (district) _______ location (shopping mall building) (agency, distribution, monopoly, wholesale, retail) ________ series products.
Article 2 The purpose of entering into this contract is to ensure that Party A and Party B faithfully perform the responsibilities and rights of both parties stipulated in this contract. Party B conducts economic activities as an independent corporate legal person or operator. Therefore, he must comply with the legal requirements common to all corporate legal persons or operators, in particular rules regarding qualifications and social and financial business requirements. As a corporate legal person or operator, Party B shall bear all risks for its activities and profit from legitimate operations. Party B is not Party A’s agent, nor Party A’s employee or partner. Party B is not the entrusted representative of Party A, and Party B has no right to sign a contract in the name of Party A, making Party A liable to a third party in any aspect, or having Party A bear the costs or assume any obligations. The conclusion of this contract does not grant Party B any rights to bind Party A or Party A's related enterprises. Party A has the final right to interpret any terms of this contract.
Article 3 The validity period is from _______year_____month_____day to _______year__month_____day, calculated from the date of signing. Unless this contract is terminated in advance, Party B may submit a written request to Party A for extension of contract cooperation three months before the expiration of the contract. With Party A's consent, Party B may renew the "__________Cooperation Contract".
Article 4: In order to enable Party B to operate better in the area under its jurisdiction, Party A develops and provides marketable products, ensures that product quality meets standards, sets reasonable prices, and ensures Party B's supply to the maximum extent. During the period of this contract, Party A promises to actively assist Party B in undertaking market logistics and organizational functions to design the market and expand the market network according to Party A's plan. Party A promises that at the request of Party B, it can handle the consignment of goods and related matters for Party B, and transport the goods to the location designated by Party B in the method required by Party B. The transportation, insurance and other expenses will be paid by the beneficiary Party B. Party A provides Party B with appropriate training and coaching. As a necessary condition for market development and business expansion, to ensure the continuous unity of the entire system.
Party A is responsible for organizing brand promotion and cooperating with Party B, which is responsible for market logistics and organizational functions, to carry out regional promotional activities to support Party B's operations to the maximum extent. Before carrying out advertising and promotion activities, Party A must first notify Party B of the relevant activity information so that Party B can make appropriate preparations and respond before the activity. Party A will determine the vis image design for Party A's brand and products, as well as related light box advertisements, pop advertisements, interior and exterior decoration design and furnishings of the store, and will provide Party B with corresponding guidance.
Article 5 Party B shall protect Party A’s trademarks and other intellectual property rights and use Party A’s trademarks and logos in a standardized manner. Party B is obliged to assist Party A in combating counterfeiting and market supervision. Report and provide evidence of counterfeit and shoddy products, channeled goods and other unfair competition behaviors. Cooperate with Party A to coordinate and communicate with relevant local law enforcement agencies. Party B can only carry out business in the area authorized by Party A, and is not allowed to sell goods in other areas. If there are no areas where other distributors operate, Party B must apply to Party A to develop business as it wishes.
Party B can only purchase goods through the purchasing channels designated by Party A and cannot purchase goods from other places.
Through market segmentation, orderly management, and reasonable distribution, we effectively support the supply of products to outlets. We are not allowed to operate other brand products or sell counterfeit products. During the validity period of the contract, the retail prices of Party B’s outlets in the area shall remain consistent within the price range recommended by Party A, and shall not be subject to large price adjustments at will. Party B is obliged to collect the required market information for Party A, or conduct market research according to Party A's requirements, and summarize and report to Party A within the specified period. Properly preserve Party B’s business records for Party A’s verification.
Article 6 Party B has the right to use the trademarks, trademark logos, vis image designs within the scope authorized by Party A, and the appropriate scope of business technology and business secrets provided by Party A. Party B has the right to purchase goods from Party A’s designated purchasing channels and sell within the scope specified in the contract. It has the right to unconditionally return or exchange the products provided by Party A due to quality problems. However, if it is a business problem of Party B, Party B will be responsible for it. The right to receive training and guidance provided by Party A. The right to independently handle matters other than those agreed in the contract. Exercise the rights granted by Party A within the scope of the contract. Party B, who is responsible for market logistics and organizational functions, has the right to recommend and evaluate distributors or retailers within its jurisdiction. However, recommended distributors and retailers must apply to Party A, sign a contract, and receive a certificate from Party A before they can operate.
Article 7 When Party B violates this contract, i.e. conducts illegal operations, manufactures, sells counterfeit goods, maliciously channels goods, infringes on Party A’s intellectual property rights, or seriously infringes upon Party A’s legitimate rights and interests, this contract shall be deemed to be immediately deemed to be termination. Party A has the right to take the following measures against Party B:
1. Order Party B to dismantle all light boxes and all related decorative appliances, store decoration, promotional materials, etc. at its own expense. Party B shall bear all losses on investment in software and hardware equipment.
2. Submit a law enforcement request to the relevant law enforcement agencies and seal up Party B’s goods bearing Party A’s trademarks.
3. Request the judicial and law enforcement agencies to pursue Party B’s compensation liability and legal liability in accordance with the law. At the same time, Party B must
(1) Settle the financial relationship with Party A (the supplier designated by Party A).
(2) Party A’s products shall no longer be sold.
(3) Must bear the cost of customer follow-up services, including returns, repairs, claims, etc.
Article 8 Party A’s trademark belongs to Party A’s intellectual property rights and is protected by national laws. All related product logos belong to Party A. Without Party A’s prior written authorization, Party B shall not use Party A’s name, trademark, company logo and other intellectual property content and logos involving the company’s intellectual property for industrial and commercial registration, investment promotion, advertising, etc.; Party B shall not use the logo provided by Party A for this contract any transaction other than Party B undertakes not to print relevant trademarks, logos and promotional advertisements without authorization; not to exceed the scope of rights stipulated in this contract and to produce certificates, documents, business cards, shelves, bronze medals, etc. for general distributors, general agents, and representative offices without authorization for business and operations. ; It is not allowed to change the unified image without authorization for the production and decoration of signboards, light boxes and related signs. If Party B violates the provisions, Party A has the right to unilaterally terminate the contract. In addition to assuming liability for breach of contract in accordance with the provisions, Party B shall also compensate Party A for all losses suffered.
Article 9 If both parties are unable to perform their business due to force majeure, or the occurrence of events beyond the control or foreseeability of both parties, including natural disasters, wars, government actions, social disturbances, etc., this contract will performance may be terminated. If a force majeure event occurs, the party invoking the force majeure must immediately notify the other party of the occurrence of the event in writing, or by fax or telex if necessary, within 15 days or _______ days from the date when communication barriers are eliminated. If he fails to do so within the above period, he will no longer be able to benefit from this contract.
This contract shall be governed by the laws of the People's Republic of China.
Article 10 If a dispute arises regarding the existence, validity, performance, interpretation, or termination of this contract, both parties shall resolve it through friendly negotiation. If the dispute cannot be resolved through negotiation within three months from the date of occurrence, , or if either party refuses to negotiate, either party may appeal to the people's court in the place where this contract is signed for a ruling.
Article 11 The contract signing place is Nanjing City. This contract is made in duplicate and shall come into effect on the date of signature by Party A and Party B. Each party shall file one copy, and the copies shall be invalid. Party B hereby acknowledges that it has signed this contract, has read and understood the provisions contained in the terms of this contract, and agrees to be bound by them.
If a provision is deemed to be inapplicable or invalid, it can be changed and amended in an additional contract to this contract. The inapplicability or invalidity of this provision shall not affect the validity of the entire contract. Changes and amendments in the additional contracts signed at the same time have the same legal effect as this contract.
Party A: ______________
Official seal: ______________
Client: ____________
Signing date: __________
Party B: ______________
Official seal: ______________
Client: ____________
Signing date: __________