删节SAMPLE OF FINANCIAL LEASE AGREEMENT
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SAMPLE OF FINANCIAL LEASE AGREEMENT
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个人中心 TABLE OF CONTENTS
1.
OBJECT OF THE LEASE ..............................................................................................2.
LEASE TERM ................................................................................................................3.
LEASE PAYMENT ........................................................................................................4.
PURCHASE OF THE LEASED OBJECT .....................................................................5.
DELIVERY OF THE LEASED OBJECT ......................................................................6.
HANDLING OF DEFECTS IN THE LEASED OBJECT ..................................................7.
CUSTODY AND USE OF THE LEASED OBJECT AND EXPENSES THEREFOR ....................................................................................................................8.
DESTRUCTION OR LOSS OF, OR DAMAGE TO, THE LEASED OBJECT ...........................................................................................................................9.
INSURANCE ..................................................................................................................10.
LEASE DEPOSIT ...........................................................................................................11.
HANDLING OF BREACHES OF CONTRACT ...........................................................12.
ASSIGNMENT OF PARTY A?S RIGHTS ....................................................................13.
AMENDMENT OF THE CONTRACT ..............................................................................14.
DISPOSAL OF THE LEASED OBJECT AFTER EXPIRATION OF THE LEASE TERM ................................................................................................................15.
SECURITY .....................................................................................................................16.
DISPUTE RESOLUTION ...................................................................................................17.
PROVISION OF NECESSARY DETAILS AND INFORMATION BY PARTY B ........................................................................................................................18. CONTRACT, SCHEDULE AND ANNEXES ...............................................................ANNEX 1: SCHEDULE .............................................................................................................ANNEX 2: ACTUAL LEASE PAYMENT FORM ........................................................................ANNEX 3: CALCULATION OF ACTUAL COST OF LEASED OBJECT ..............................ANNEX 4 EQUIPMENT PURCHASE CONTRACT (NO. _________) ...................................ANNEX 5: LETTER OF GUARANTEE .........................................................................................ANNEX 6: RECEIPT FOR LEASED OBJECT ..........................................................................
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15-6-10
SAMPLE OF FINANCIAL LEASE AGREEMENT_百度文库
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ANNEX 6: RECEIPT FOR LEASED OBJECT ..............................................................................
FINANCE LEASE CONTRACT 1 2
(EQUIPMENT LEASE CONTRACT)
Lessor: __________________________________ (“Party A”)
Legal address: _______________________________________________________
Legal representative: __________________________________________________
Telephone: ______________________________ Facsimile: __________________
Postal code: ___________________
Bank: __________________________________ Account no.: ________________
Lessee: __________________________________ (“Party B”)
Legal address: _______________________________________________________
Legal representative: __________________________________________________
Telephone: ______________________________ Facsimile: __________________
Postal code: ___________________
Bank: __________________________________ Account no.: ________________
Pursuant to the Contract Law of the People’s Republic of China and other Chinese regulations, the Parties enter into this Finance Lease Contract and have agreed upon the follo
terms, which they shall both abide by and perform.3 1. OBJECT OF THE LEASE
Pursuant to Party B?s requirements and discretionary selection, Party A, with
15-6-10SAMPLE OF FINANCIAL LEASE AGREEMENT_百度文库
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Pursuant to Party B?s requirements and discretionary selection, Party A, with leasing the object specified in item (1) of the Schedule hereto (the “Leased Object”) to
1
A finance lease contract is a contract by which a lessor, based on a lessee?s selection of the seller leased object, after entering into a sales contract with the seller, makes the subject matter purchased und sales contract available to the lessee for his use and benefit and for which the lessee makes a lease paym the lessor. (Paraphrased from Article 237 of the Contract Law of the People’s Republic of China (the “Co Law”) adopted by the National People's Congress of the People?s Republic of China on March 15, 199implemented from October 1, 1999.)
2 Selected from among the sample contracts issued by the State Administration for Industry and Comme 2000.
3 Law Governing the Contract. For lease contracts with a foreign element, the parties may negotiate selection of the governing law, which may be the law of the country where one of the parties is located, th of the place where the contract is executed, the law of the place where the Leased Object is delivered, the l the place where the Leased Object is to be used or international practice. According to Article Regulations of the Supreme People?s Court on Several Issues Concerning the Trial of Finance Lease Co Disputes, if the parties have not selected the governing law (of the lease contract), the law of the place whe lessee is located shall apply. Chinese Law has been selected as the law governing this Lease Contract an main basis hereof shall be the Contract Law of the People?s Republic of China (the “Contract Law”).
B, shall finance the purchase thereof and lease the same to Party B and Party B shall lea
same from Party A and use the same.4
2. LEASE TERM
The lease term shall be that specified in item (5) of the Schedule and the lease commence
date shall be the date on which Party B signs the bill of lading as specified in paragraph
Clause 5 hereof or, alternatively, the date on which Party A posts the bill of
specified in paragraph 2 of Article 5 hereof. 3.
LEASE PAYMENT 3.1 Party A shall finance the purchase of the Leased Object for Party B and Party B must
lease payments to Party A for the lease of the Leased Object. The lease payment am
date and place of payment, currency and number of payments are specified in item (9) o
Schedule.
3.2The lease payment amount mentioned in the preceding paragraph shall be calculat
accordance with the budgeted cost specified in item (7) of the Schedule (the “Budgeted C
However, if on the lease commencement date there is a discrepancy between the actua
and the Budgeted Cost of the Leased Object, the actual cost shall prevail and
payment shall be calculated accordingly on the basis of the actual cost.
3.3For the purposes of the preceding paragraph, the term “Actual Cost” means the total of a
amounts, expenses and interest thereon paid in foreign exchange and Renminbi by Party
order to purchase the Leased Object and deliver the same to Party B. Interest
calculated at the rate of ?___ percent per annum for foreign currency and ?___ perce
annum for Renminbi for the period between the date of payment by Party A or the da
which Party A actually assumes the same until the lease commencement date of the Le
Object.
4 A typical finance lease contract involves three parties and two contracts, i.e. the sales contract
lessor and the seller and the lease contract between the lessor and the lessee. The contents of the form
largely similar to general trade or sales contracts, although the seller should perform his obligation of supp
the goods directly to the lessee and acknowledge that the lessee has the same contractual rights as the buye
the lessor). Accordingly, the provisions of the sales contract should be consistent with those
contract and in general will only enter into effect if confirmed by the lessee. Furthermore, considered fro
point of view of protecting the lessor, the sales contract should specify that if, for any reason, the lessor f
perform the lease contract before the delivery of the goods, the lessor has the right to unconditionally term
the sales contract.
3.4Pursuant to paragraphs 2 and 3 of this Article, if there is a discrepancy between the A
Cost and the Budgeted Cost, Party A shall provide a Calculation of the Actual Cost o
Leased Object and an Actual Lease Payment Form to Party B, shall inform Party B o
amount of the Actual Cost and that the Actual Cost shall prevail and shall revise items (8
(10), (11) and (12) of the Schedule. Party B shall confirm the aforementioned
Such revisions shall not be construed as amendments to or revisions of the
Furthermore, regardless of whether it uses the Leased Object, Party B shall make
payment to Party A on the date, in the amount, in the currency, etc. specified on the A
Lease Payment Form.
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Lease Payment Form.
3.5The currency in which the lease payment hereunder is denominated shall be determin
Party B and may not be modified during the performance hereof. Any benefits
arising from changes in the exchange rate shall accrue to or be borne by Party B.5
5 Lease Term and Lease Payment. The finance lease contract should expressly specify the lease term a
term during which a lease payment will be assessed (the “Base Lease Term”), usually calculated in years
length of the Base Lease Term is determined on the basis of certain relevant factors including the
years of use of the Leased Object, cash flow, relevant expenses, etc. In the case of machinery,
computers, etc., the normal term is five years.
As for the starting date of the Base Lease Term, the delivery date indicated on the receipt Leased Object may be deemed the date on which calculation commences, or calculation may commence
the date on which the seller seeks payment or another date agreed upon by the Parties.
The lease payment is one of the key provisions of a finance lease contract. The relevant prov should include the amount thereof or the method of calculating the same and the lease payment condition
requirements (See Article 243 of the Contract Law). In general, the lease payment consists of the total c
the Leased Object plus the lessor?s profit. The total cost includes the price, freight, insurance, the interest
lessors?s financing and the lessor?s expenses.
At the time the contract is drafted, the lease payment is usually calculated on the basis of the Bud Cost. In general, if at the time the Leased Object is actually delivered the total cost of the Leased Object d
from the Budgeted Cost, the Actual Cost prevails and the lease payment is adjusted accordingly. The P
may specify in the lease contract that, under such circumstances, the lessor will notify the lessee
writing and the change will be effected after confirmation by the lessee. The lessee may not object
reasonable adjustment made to the lease payment as a result of the aforementioned circumstance.
The lease contract should expressly specify the amount, method of and place of lease payme lease commencement date (i.e. the date on which calculation of the lease payment commences), the curren
which the lease payment is to be paid, the payment rate and the date on which each payment is to be made
main conditions relating to the lease payment method are set forth below:
(i) advanced payment or post-payment of the lease payment;
(ii) payment in installments: equal payments may be made on a daily or quarterly basis or even on
annual or annual basis;
(iii) equal or variable payments: in international finance leases, the lease payment is paid
installments is normal practice, although payment in unequal installments may also be adopted, e.g.
payment, progressive increase during repayment period, progressive decrease during repayment period, etc
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4.PURCHASE OF THE LEASED OBJECT
4.1Party B shall select, at its own discretion, the Leased Object and the seller in accordance
its own requirements and after investigating the seller?s creditworthiness. Party B enjo
rights of decision over the Leased Object?s description, specifications, model, perform
quality, quantity, technical standards, the contents and quality of the services
therewith, technical warranties, price terms, delivery date, etc. and shall negotiate the
directly with the seller. Party B shall bear full liability for the decisions and selections w
it has unilaterally made. Party A shall enter into a purchase contract with the seller o
basis of Party B?s selection and requirements. Party B agrees to and confirms all of the
of the purchase contract specified in item (1) of the Schedule and shall sign such contrac
4.2Party B must provide to Party A all approvals and permits which Party A considers neces
4.3Party A shall be responsible for raising the funds required to purchase the Leased Objec
carrying out, pursuant to the purchase contract, all the relevant import procedures.
4.4Customs duties, valued added tax, newly levied state taxes and other taxes, domestic fr
and other domestic charges payable in connection with the purchase of the Leased
shall be borne by Party B and shall be paid on time and directly by Party B in accordance
the regulations and requirements of the relevant authority. Party A shall not bear any lia
in respect thereof.6
5.DELIVERY OF THE LEASED OBJECT
5.1The Leased Object shall be delivered to Party B by the seller or Party A (including its a
at the point of delivery specified in item (3) of the Schedule. After receipt of the bill of l
Party A shall promptly notify Party B by telegram to collect the bill of lading from Party
the strength of a power of attorney. At such time, Party B shall issue Party A a receipt fo
Leased Object. Upon Party B signing the bill of lading, Party A shall be deemed
completed delivery of the Leased Object to Party B. The date on which Party B signs th
6 Subject Matter of the Lease. One of the main differences between a finance lease and a general opera
lease is that the decision on the subject matter of the lease, supplier, the quality requirements and
specifications in respect of the subject matter, etc. rests with the lessee rather than the lessor. Accordingl
following provisions on the requirements in respect of the subject matter of the lease should be specified
finance lease contract:
(i) the fact that the Leased Object is purchased by the lessor in accordance with the requirements
lessee and is provided to the lessee for its use should be specified;
(ii) the requirements of the lessee in respect of the Leased Object?s description, specifications, technical requirements; and
(iii) the special requirements of the lessee in respect of the supplier of the Leased Object,
designation of a certain supplier in a certain place. (See Article 239 of the Contract Law)
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