Employment Contract For Foreigner

Employment Contract

Employer: (Hereinafter referred to as Party A)

Address:

Legal Representative:

Employee: (Hereinafter referred to as Party B)

Name:

ID card No.:

Permanent Address:

Current Address:

This Contract is signed on a mutuality voluntary basis by and between Party A and Party B in accordance with the Labour Law of People’s Republic of China.

1.Term of the Contract

The term of the Contract shall be_____ as specified below:

a. The term of this Contract is for ____year(s) and shall commence on_____ (dd/mm/yy) and shall continue until _____ (dd/mm/yy).The Employee shall undergo a probationary period of _____month(s).

b. This Contract takes completion of a specific amount of work as a term and such work is __________________.

2. Job Description:

a. According to the Employer’s need, the Employee agrees to take the post of

________(office location and city). In the event of the specific requirements of the Employer, the Employees agrees to be transferred to the following locations: _______, _______, _______.

b. The Employee agrees to fulfil goals and tasks required by the post according to the

relevant regulations on this post and requirements of the management staff of the Employer.

c. The Employee agrees to comply with the Employer’s arrangement on the post

adjustment due to the requirements of production or business operation in accordance with the Employee’s working capability and working performance.

d. The Employer may delegate temporary work to the Employee due to production or

business requirements and the Employee shall accordingly fulfil the task on time.

3.Working Hours & Rest & Vocation

The working hours of the Employee shall be_____ as specified below:

a. In the event of the Employee with standard working hours system:

a) The normal working hours of the Employee shall be eight hours each day, excluding

meals and rest for an average of five days per week, for an average of forty hours per week.

b) The Employee is entitled to all legal holidays and other paid leaves of absence in

accordance with the laws and regulations of the PRC and the company’s work rules. c) The Employer may extend working hours due to the requirements of its production or

business after consultation with the trade union and the Employee, but the extended working hour for a day shall generally not exceed one hour. If such extension is called for due to special reasons, the extended hours shall not exceed three hours a day.

However, the total extension in a month shall not exceed thirty-six hours.

b. In the event of the Employee with non-standard working hour’s system, the Employee

shall not be entitled to overtime pay or compensatory leave, unless otherwise provided by law or agreed by both parties.

4. Remuneration of Labour

a. The salary of the Employee is RMB$______ per month in the probationary period and

RMB$ _____ after the probationary period. The Employer shall pay the salary before 15th of the following month.

b. The bonus and allowance of the Employee shall be paid in accordance with relevant

rules and regulations of the Employer.

c. The Employer shall have the right to adjust the wages of the Employee due to

implementation of new wage system or post adjustment to the Employee pursuant to his performance evaluation results.

d. The salary of the Employee shall be monthly paid by the Employer and the Employer

shall serve as the withholding agent of the individual incoming tax of the Employee according to the applicable laws and regulations on taxation.

5. Holidays

a. The Employee shall be entitled to the paid holidays and leaves as stipulated by State.

The Employee shall also be entitled to the overtime pay in accordance with applicable laws and regulations in the event the Employee works overtime due to production requirements.

b. The Employer shall arrange holidays for the Employee in accordance with relevant

stipulations of Labour Law of the People’s Republic of China during the following festivals:

a) The New Year’s Day;

b) The Spring Festival;

c) The International Labour Day;

d) The National Day; and

e) Other holidays stipulated by laws, rules and regulations.

6. Working Protection & Working Conditions

a. The Employer shall provide the Employee with occupational safety and health

conditions conforming to the provisions of the State and necessary articles of labour protection to guarantee the safety and health during the working process.

b. The Employer shall provide the Employee with safety education and technique training.

The Employee to be engaged in specialized operations should receive specialized training and acquire qualifications for such special operations.

c. The Employee shall have the right to refuse to perform dangerous operations that are

instructed in violation of the regulations by the management staff of the Employer.

d. The Employee shall strictly abide by the rules of safe operation in the process of their

work.

7. Labour Discipline

a. The Employee shall strictly observe applicable laws and regulations of P.R.C. and obey

the relevant rules including but not limited the bylaws and labour disciplines specified by the Employer. The Employee has known and understood the aforesaid rules upon the execution of the Contract and the Employee shall conscientiously carry out his duties and responsibilities.

b. Where the Employee violates any rules and labour disciplines stipulated by the

Employer, the Employer shall take disciplinary action against the Employee in accordance with relevant laws, regulations and rules. As for whom with serious circumstance, the Employer shall have the right to terminate the Contract with immediate effect.

8. Obligations of the Employee

a. The Employee shall ensure the employment contract concluded with the original

employer has been legally terminated.

b. The Employee shall ensure all of the information; documents and certification provided

are real and valid. Otherwise, the Employer shall have the right to terminate this Contract without paying any economic compensation.

c. Party B shall respect the Chinese people's moral standards and customs.

9. Confidential Information

a.Confidential Information means information relating to the Employer and/or which is

made available (whether before or after the date of this Contract) to the Employee in whatever form (including but not limited to in writing or orally or in a visual or an electronic form or in a magnetic or digital form), including but not limited to any materials or information relating to the Employer’s marketing strategies, plans, financial statement, personal files, records on labour remuneration and employment, financial documents, inventory management, customers list, computer program and database management, operation procedures, product specification, staff training, and

other information which is deemed as confidential or may be reasonably regarded as confidential.

b. The Employee understands the definition and interpretation of the aforesaid

Confidential Information, and shall not directly or indirectly, keep, copy, use or disclose it to the third party without obtaining written consent of the Employer.

c. The Employee shall be entitled to take out appliance, documents and electronically

materials for work use only.

d. Where the Employee’s any breaches to the confidentiality obligation hereunder during

the period of the Contract, the Employer shall have the right to dismiss the corresponding employee immediately and request compensation subject to relevant stipulations of The People's Republic of China against Unfair Competition Act.

e. The aforesaid compensation shall include but not limited:

a) The Employee’s benefits gained from the infringements to the Employer, or the

Employer’s losses caused by the infringements of the Employee; or

b) The investigation costs, litigation costs and attorney fees occurred by the suppression

of acts of infringement.

10. Discharge of the Contract

a. Both the Employer and the Employee shall strictly fulfill the Contract.

b. The Employer may discharge the Contract, without paying any economic compensation, in case that the Employee meets any of the following circumstances:

a) The Employee has been proved during the probation period not up to the requirement of employment;

b) The Employee has seriously violated the rules and regulations of the Employer;

c) The Employee has caused substantial losses to the Employer due to serious dereliction of duty or engagement in malpractice for selfish ends;

d) The Employer has meanwhile established labour relationship with another employer which has seriously affected the completion of his work tasks with the original employer,

or the Employee refuses to redress after the issue has been brought to his attention by the original employer; or

e) The Employee has been investigated for criminal responsibilities in accordance with the law.

C. In any of the following circumstances happened; the Employer may discharge the Contract with a written notice given to the concerned employee 30 days in advance:

a) The Employee is unable to take up his original work or any new work arranged by the Employer after the completion of the stipulated medical treatment for illness or non-work-related injury;

b) The Employee is unqualified for his work and remains unqualified even after receiving

training or adjustment to other working post; or

c) No agreement on amendment to the Contract may be reached through consultation and negotiation by the Employer and the Employee, where the objective conditions taken as the basis for conclusion of the Contract have changed dramatically so that the original contract shall no longer be fulfilled.

d. The Employee may discharge the Contract under any of the following circumstances: a) During the probation period, the Employee may terminate the Contract with a three-day prior written notice;

b) The Employer fails to pay labor remuneration on time and in full amount pursuant to the Contract; or

c) The Employer violates the relevant laws and regulations and resorts to violence, threats or illegal restriction of personal freedom to force the Employee to work.

11. Termination of the Contract

a. The Contract may be automatically terminated upon its expiration.

b. The Contract may be terminated upon reaching written agreement through consultation and negotiation by the Employer and the Employee.

c. Under the circumstances of the cancellation and termination of the contract, Party B shall assume the expenses of leaving China.

12. Breach Liabilities

a. Due to either party’s fault, if breaching the Cont ract to damage the other party, the damage shall be compensated by the faulty party in accordance with the relevant laws and regulations of PRC..

b. During the period of the Contract, where the Employee breaches the specification on the term of service or the confidentiality obligation, compensation shall be paid to the Employee.

c. Upon expiration or termination of the Contract for any reason, the Employee shall promptly return to the Employer or the staff appointed by the Employer all the documents, office appliance and specific task in handling. In case of any losses arising from the Employee’s breach of such stipulation, the Employee shall be liable to compensate the corresponding losses to the Employer.

13. Renew and Modification of the Contract

a. The Contract may be renewed at the expiration through consultation by both parties.

b. Each party shall send notice in written to the other party with respect to the modification of the Contract, and the other party shall reply in Witten within 15 days. The Contract shall be modified in written form through consultation by both parties. Where both parties fail to reach an unanimity through consultation, this Contract shall remain in force.

14. Labor Disputes Settlement

Where a labor dispute between the parties arising out of the performance of this Contract, the parties concerned shall seek for a settlement through consultation. If a settlement on such dispute fails to be reached, both parties shall go through legal procedures for settlement pursuant to relevant laws and regulations.

15. Miscellaneous

a. The Employee states that he has no administrative sanctions, criminal records or other

bad records before entering into this Contract and has no chronic disease or infectious disease. Where the aforesaid statement is false, the Employer shall have the right to

terminate the Contract immediately without paying any economic compensation to the Employee.

b. The Contract is made out in two (2) copies and each party shall hold one copy. The

Contract shall become effective after being signed and/or sealed by both parties.

c. Any amendment or supplement to the stipulations of the Contract shall be valid after

the same being negotiated by both parties.

d. All follow-up documents and/or agreements concerning labour relations executed by

both parties shall be the valid attachments to the Contract.

e. Matters that are not stipulated in the Contract shall be dealt with through amicable

negotiation by both parties.

f. This Contract is made out in both Chinese and English. In the event of any discrepancy

between the two versions, Chinese version shall prevail.

Employer: (official stamp) Employee: (signature)

Legal Representative: (signature) Passport No.:

Address: Address:

国际商事证明书(样板) 报价单认证英文,合同认证英文

国际商事证明书（样板）在我会主要以形式认证为主，常见的认证形式有： 一、证明文书、单证上的印章、签字、签章属实 印章要清晰；印章要备案；如认证签字，签字人的手签字样要备案，如没备案且非法人代表，须有授权委托书；填写国际商事证明书申请表；文件一式两份；所有需认证印章的货运（代理）公司、保险公司都要注册备案。 二、证明文书、单证的影印件与原件相符 要求：提供正本核对 报关单 要求：海关验讫章 营业执照、医疗器械生产许可证、医疗器械注册证等由政府部门出具的文件可直接认证。质量体系认证等有关的质量认证，国内机构及国外有名的认证公司如TUV、SGS等出具的文件可直接认证，其它国外公司所做的认证则需由企业另附声明。 三、证明文书、单证的外文译本与中文译本一致 制作要求：外文译本需要清晰、明了；译本需要有资格从事翻译工作的人员的签字；对法律文本、技术规范文本等专业性较强的译本需要专业翻译公司翻译并盖章确认。 1.合同/销售确认书 制作要求：文件名称；日期；合同号；买卖双方；货名；数量；金额；价格条款；双方签字（盖章） （样板）

CONTRACT（合同） Sellers: GUANGZHOU INTERMATIONAL Contract No.: YE9504 TRADING CO., LTD Signed at: GUANGZHOU Add: Huangshi dong Road, Universal Date: Feb23,2006 Building, Guangzhou Tel: Buyers: COMPANY Fax: This contract is made by and between the sellers and the Buyers whereby the sellers agree to sell and the Buyers agree to buy the under mentioned goods subject to the terms and 5. Total value in word: USD one hundred and ninety eight thousand two hundred and fifty only 6. Packing 7. Shipping Marks：At buyer’s option 8. Loading port & Destination: From Guangzhou to Riyadh, Saudi Arabia 9. Time of shipment 10. Terms of payment: by T/T When fax delivery received 11. Insurance: 12. Remarks: The Sellers The buyers SALES CONFIRMATION （销售确认书） Sellers: GUANGZHOU INTERMATIONAL Contract No.: YE9504 TRADING CO., LTD Signed at: GUANGZHOU Add: NO.203,Fl.33, Huangshi dong Road, Universal Date: Feb23,2006 Building, Guangzhou Tel: Buyers: GOLDEN COMPANY Fax: This contract is made by and between the sellers and the Buyers whereby the sellers agree to sell and the Buyers agree to buy the under mentioned goods subject to the terms and

contract英文合同大全

contract英文合同大全 买方 buyer 卖方 seller 项目名称 Project name 地址 address 电话 phone 本合同由买卖双方签订，根据本合同条款，买方同意购买，卖方同意出售以下产品。 This contract is made by and between the buyers and sellers, whereby the buyers agree to buy and the sellers agree to sell the under-mentioned. Commodities according to the terms and conditions stipulated below. 1.详细货物清单 Detail supply list 2.合同价格 Contract value 序号 item型号 model尺寸 size, dimension数量 amount, unit单价 unit price总价 total price备注 remark货物，运费 freight, transportation合同总额（含安装费与税金） Contract amount incl. VAT installation 3.付款条件 payment conditions, payment terms 4.交货地点 delivery place 5.发货期 delivery time 6.安装条款 installation clause 7.验收条款 inspection clause 8.保证条款 guarantee clause 9.不可抗拒条款 Force Majeure Clause 10.违约条款 Breach clause 11.其他条款 Miscellaneous clause 12.买卖双方信息 buyer and seller information 此合同一式二份，由双方各持一正本。This contract is made in two originals that should be held by each party. 涉外合同格式 涉外合同按繁简不同，尽管可以采取不同书面形式，如正式合同（Contract）、协议书（Agreement）、确认书（Confirmation）、备忘录（Memorandum）、订单（Order）等等，但

SGS分析化验合同

TE RMS AND CONDITIONS / QUALIFICATIONS AND LIMITATIONS All SGS serv ices are rendered in accordance with the applicable SGS Conditions of Serv ice accessible at https://www.wendangku.net/doc/eb14935031.html,/terms_and_conditions.htm. Attention is drawn to the limitations of liability and to the clauses on indemnif ication and jurisdiction. By signing this document, the Client conf irms that he/she accepts the applicable SGS Conditions of Serv ice; prov ided, howev er if SGS serv ices are perf ormed in North America, all disputes arising out or in connection with Contractual Relationship(s) hereunder shall be gov erned by the substantiv e laws of New Jersey exclusiv e of any rules with respect to conf licts of laws and be f inally settled under the Rules of Arbitration of the International Chamber of Commerce by one or more arbitrators appointed in accordance with the said rules, each party to bear its own costs and such arbitration shall take place in Rutherf ord, New Jersey, USA. NE W CLIENTS All new clients are required to pay prior to results release by credit card, cheque or direct deposit (banking inf o upon requ est). If y ou continue to use our serv ices and wish to mov e to an inv oice basis we will require that an account be set up including three trade ref erences.

CONTRACT 中英文对照 外贸合同 模板[001]

合同 CONTRACT NO.: DATE: THE BUYER: ADDRESS : TEL: FAX: 买方：地址：THE SELLER: ADDRESS: TEL: FAX: This contract is made by and only works between the buyer and seller, which means the buyer agrees to buy and the seller agrees to sell the product according to the terms and conditions stipulated below: 买方与卖方就以下条款达成协议： 1. COMMODITY: Please refer to the detailed breakdown as attached.（as in the appendix）详见清单.（附页）名称及规格单位平均单价数量总价Description UnitAverage unit QtyAmount price (JPY) FOB PORT TOTAL VALUE FOB OSAKA PORT OR KOBE PORT 2. PACKING: The commodity is supposed to be packed with infrangible Export standard packaging that suitable for long distance ocean and land transportation and well protected against dampness, moisture, shock, rust and rough handling. The Sellers shall be liable for any damage or rust damage to the goods that caused by improper packing, and pay for all cost and loss caused by the damage. 包装：必须采用坚固的出口标准包装, 适合于长途海运和陆运，防

合同法词汇大全------法律英语

买方buyer 卖方seller 项目名称Project name 地址address 电话phone 传真fax 联系人contact person 详细货物清单Detail supply list 合同价格Contract value 付款条件payment conditions，payment terms 交货地点delivery place 发货期delivery time 安装条款installation clause 验收条款inspection clause 保证条款guarantee clause

不可抗拒条款Force Majeure Clause 违约条款Breach clause 其他条款Miscellaneous clause 买卖双方信息buyer and seller information a long-term contract 长期合同 a short-term contract 短期合同completion of contract 完成合同contract for future delivery 期货合同contract for goods 订货合同 contract for purchase 采购合同 contract for service 劳务合同 labor contract劳动合同 contract note 买卖合同（证书） contract of arbitration 仲裁合同

contract of carriage /Carriage Contract运输合同Passenger Carriage Contract 客运合同 Cargo Carriage Contract货运合同Technology Contract技术合同 Technology Development Contract技术开发合同Technology Transfer Contract技术转让合同Technical Consulting Contract技术咨询合同Technical Service Contract技术服务合同Safekeeping Contract 保管合同Warehousing Contract仓储合同 Agency Appointment Contract 委托合同Trading-Trust Contract 行纪合同 Brokerage Contract 居间合同 Multi-modal Carriage Contract多式联运合同contract of employment 雇佣合同 contract of insurance 保险合同 contract of sale 销售合同

(完整word版)外贸合同中英文版

SALES AND PURCHASE CONTRACT Granular Sulphur in Bulk DRAFT CONTRACT NUMBER: 100901 Offer subject to Seller’s final review, confirmation and approval. This agreement made and entered into on September 2, 2010 by and between: Seller: E-MAIL: ………………………………………. Phone: ____________________________ Hereinaf ter called the “Seller” and Herein Buyer: Address: Tel: E-mail:__________________________ Hereinafter called the “Buyer” and Whereas:Seller and Buyer, each with full corporate authority, certifies, represents and warrants that each can fulfill the requirements of this agreement and respectively provides the products and the funds referred to herein, on time and under the terms agreed to hereafter.

(完整版)中英文合同Contract

This contract is concluded on the 1th day of July 2012 (the “Effective Date”) between(the “Buyer”) and (the “Seller”). （买方）与（卖方）于二零一二年七月一日（生效日期）订立本合同。 1.SCOPE OF THE CONTRACT 合同目的 The Seller agrees to sell and deliver Coal in bulk and the Buyer agrees to purchase and accept delivery of Coal in bulk at the terms and conditions set out below: 根据下述条款与条件卖方同意售卖和运送散装煤炭而买方同意购买及接受散装煤炭。 2.DEFINITIONS 定义 Actual Calorific Value means:实际热值意即the calorific value of the Coal as stated in the final certificate of analysis basis kcal/kg (NAR);载明于最后检验证的煤炭热值 Affiliates means:分支机构意即in relation to any company or corporation, a Subsidiary or Holding Company of that company or corporation or any other Subsidiary of that company or corporation or of that Holding Company; Banking Day and Business Day mean:银行工作日和营业日意即any day except a Saturday or Sunday on which banks in the city of New York, New York, USA, are generally open for the conduct of business; Calorific Value (CV) means:热值（CV）意即 the calorific value of the Coal expressed in BTU/lb or kcal/kg; Holding Company:控股公 司 has the meaning given to it in the definition of Subsidiary; INCOTERMS 2010 means:贸易术语2010意即the 2010 edition of the standard trade definitions published by the International Chamber of Commerce; Kcal/kg means:大卡/公斤 意即 the heating value of coal expressed in kilo-calories per kilogram; Laytime means:装卸时间 意即 the time allowed for discharging the vessel; Laycan means:受载期意即the agreed days during which the vessel shall arrive at the port of discharge for the commencement of discharge; Metric Ton (MT) means: 公吨（MT）意即 1 metric ton of 1,000 kilograms or 2204.6 2 lbs; NAR means:收到的净值Net As Received; Subsidiary means:子公司意即a company or corporation which, in relation to another company or corporation (a “Holding Company”): (a) is controlled, directly or indirectly, by the Holding Company; (b) more than half the issued share capital of which is beneficially owned, directly or indirectly by the Holding Company; or (c) which is a Subsidiary of another Subsidiary of the Holding Company; and for this purpose, a company or corporation shall be treated as being controlled by a Holding Company if the Holding Company is able to direct its affairs and/or to control the

商务合同-Contract-中英文

合同书 Contract 甲方： Party A: 乙方： Party B: 合同名称： Name of contract: 合同编号： Contract No.:

此合同由如下双方签定 The contract shall be signed by two parties as following: 1、（以下简称甲方） (hereinafter referred to as Party A) 2、（以下简称乙方） (hereinafter referred to as Party B) 此项目经甲乙双方友好协商，按国家经济合同法，现达成协议，其条款如下：The project is friendly negotiated by two parties according to national economic contract law. Now the agreement is reached with articles as following: 一、合同价格Contract amount 合同总金额为人民币（含17%增值税）xxx元。（大写：xxx）。 The total amount of the contract is xxxRMB (including 17% VAT) (in words: xxx). 二、工作范围Working scope 三、付款方式与条件Payment terms and conditions 3.1、合同生效后，甲方预付合同总价的30%。 Party A shall pay 30% of the total contract amount as down payment after the contract is signed and valid. 3.2、完成预验收后，乙方向甲方开具相应的发票，甲方预付合同总价的30%。 After the pre-acceptance, Party A shall pay 30% of the total amount against the invoice issued by Party B. 3.3、在最终客户完成终验收，甲方预付合同总价的30%。 Party A shall pay 30% of the total contract amount after the final customer’s final acceptance. 3.4、质保期为1年，年满后付合同总价的10%。 After the warranty period of 1 year, the last 10% of the total amount shall be paid. 3.5、合同金额包含往来运费。 The total contract amount shall include all transportation fees.

ContractTranslate国际货物买卖合同英文版

contract translate SALE AND PURCHASE AGREEMENT A company incorporated in and under the laws of China with Registration office at *********,Herein represented by ****being duly authorized to do so. Referred in this contract as BUYER, this contract made to: WHEREAS the BUYER is an International Trader of ****and the BUYER is desirous of buying all such ZIRCON SAND from the SELLER. The BUYER confirmed the purchase of the contracted amount from the SELLER in this contract. And WHEREAS the BUYER, is desirous of purchasing all such ****offered by the SELLER. WHEREAS the SELLER, is a trader of the product subjected in this contract. The SELLER is willing to give all his productions and sales in this contract to the BUYER. And WHEREAS the SELLER is in the process of selling *****, which originates from mine site based in ***, at approximately ****MT or more per month. ----------THE SELLER AND THE BUYER HEREBY AGREE AS FOLLOWS: --------- 1. DEFINITION Unless specifically stated the following terms in this contract shall refer to and will have the following meaning : Goods shall mean----; DMT shall mean dry metric ton DMT ; WMT ; shall mean wet metric ton ; Ton or "Metric Ton" shall mean a ton of 1.000 kilograms or 2,204.62 pounds avoirdupois wet or dry basis as stated ; Inspectorate shall mean independent inspectorate as SGS( Société Générale de Surveillance S.A, Switzerland) and/or its correspondence, CCIC (China Commodity Inspection Co.,Ltd.) and/or its correspondence, or any independent inspectorate accepted by both parties ; T/T shall mean Telegraphic Transfer ; L/C shall mean Irrevocable Letter of Credit in accordance and subject to Uniform Customs and Practice for Doc. Credits Revision 1993 Publication N° 500 of ICC, Paris ; $ or dollar or cent shall mean dollars and cents of the United States of America official currency ; CIF shall mean cost , Insurance and freight as per Incoterms ICC 2000. 2. PRODUCT 3. PRICE

Contract(合同)和Agreement(协议)

Contract(合同)和Agreement(协议) Contract(合同)和Agreement(协议)是不是可以互换呢？ 合同的成立必须具备几个主要因素。它们（要约和承诺构成的）协议、约因、设立法 律关系的愿望和缔约能力四大部分组成。 L.B Curzon编著的“A Diction of Law”提到“Contract generally involves” 1. offer and absolute and unqualified acceptance (要约和绝对接受) 2. consensus ad idem (意思表示一致，也叫meeting of minds) 3. intention to create legal relations (建立合同关系的意愿) 4. genuineness of consent (同意的真实性) 5. contractual capacity of the parties (合同当事人的缔约能力) 6. legality of object(标的物的合法性) 7. possibility of performance (履行的可能性) 8. certainty of terms(条款的确定性) 9. valuable consideration(等价有偿) Black “Law Dictionary” 中解释道：Although often used as synonyms with "contract", agreement is a broader term, e.g. an agreement might lack an essential element of a contact." 即“协议”和“合同”经常用作同义词，但“协议”这一术语含义更广，例如协议可能缺乏合同的必备条款（essential clauses/provisions）。 实际使用当中，协议可不受必备条款的限制，而称为合同的文体肯定少不了必备条款，有的合同将其单列，称为一般条款（General provisions）。 1999中国《合同法》第十二条规定了八项一般条款，分别是： 1. title or name and domicile of the parities(当事人的名称或姓名和住址) 2. contract object(标的) 3. quantity(数量) 4. quality(质量) 5. price or remuneration(价款或者报酬) 6. time limit, place and method of performance (履行期限、地点和方式) 7. liability for breach of contract(违约责任) 8. methods to settle disputes (解决争议的方法) 上述解释说明，contract(合同)和agreement(协议)的概念虽然接近，但使用范围不同，不能互换使用。合同是协议的重要组成部分，所有合同一定是协议，而协议不见得都 是合同。可以说具备合同成立要求的具有强制执行力的协议才是合同。 5.5 如发生对其履行本合同项下还款义务产生重大影响的任何事件(包括但不限于离、结婚，对外投资，承担民事、行政、刑事责任等)，应当立即书面通知乙方。 乙方不能将本工程转包、倒卖。一经发现，乙方无条件退出，协议终止，所造成的损 失及法律责任均由乙方承担。

Contract Law 合同法

Contract, as we will use that term, ordinarily connotes an agreement between two or more persons—not merely a shared belief, but a common understanding as to something that is to be done in the future by one or both of them. Sometimes, the term contract is used also to refer to a document—the set of papers in which such an agreement is set forth. For lawyers, contract usually is used to refer to an agreement that has legal effect; that is, it creates obligations for which some sort of legal enforcement will be available if performance is not forthcoming as promised. Thus, it will sometimes be necessary to distinguish among three elements in a transaction, each of which may be called a “contract”: (1) the agreement-in-fact between the parties, (2) the agreement-as-written (which may or may not correspond accurately to the agreement-in-fact), and (3) the set of rights and duties created by (1) and (2). Without trying at this point to state a short but comprehensive definition of law (if that were possible), it is perhaps sufficient to suggest that we will be surveying the ways in which such agreements are made and enforced in our legal system—the role of lawyers and judges in creating contracts, in deciding disputes that may arise with respect to their performance, and in fashioning appropriate remedies for their breach. 当我们使用“合同”一词的时候，通常是说它是一份存在于两方或三方之间的契约。它不是一种简单的信任，而是通常理解为合同的一方或双方在将来要去做的某种事情。有时候，“合同”也用来指一套包括协议的文件。对于律师而言，合同通常是指具有法律效力的协议，即设置了一种法律义务，当某行为没有按照预先约定的那样去履行时，可以依照合同去依法强制履行。因此，有时候，在一次交易中，区分三种不同的因素就变得非常必要，这些因素中的每个因素都可以叫做合同：（1）双方之间的事实合同（2）书面合同，它可能与事实合同不完全一致（3）基于前（1）、（2）两项中合同所产生的权利和义务。 在权利义务问题上，如果情况可以允许，我们可做到不用去努力阐明这种短少但包含法律意义的界定情况，那么它就强烈建议我们在早己设定好的合同和现行法律柜架下的去审视在（订立）创制合同中律师和法官的（角色）作用，他们会解决各方行为引发的争执以及对违约行为以恰当的形式进行补偿。 In the Anglo-American legal system, a great number of things—both tangible and intangible—are susceptible of “ownership.” A bull dozer, a diamond ring, the Empire State Building, “Gone With the Wind”—all may be the “property” of one person or group of persons, which means that the state will protect the right of the“owner” to use, enjoy, and even consume that thing, to the exclusion of all other persons. The first-year property course traditionally focuses on the detailed rules that in Anglo-American law govern the ownership of “real property” (land and the buildings on it), as well as some types of “personal” property, such as “goods” (tangible moveable property). Later you will have the opportunity to explore bodies of law relating to ownership of other, less tangible kinds of property such as copyrights, patents, shares of corporate stock, and negotiable instruments. 在英美法律体系中，很多事物—有形的和无形的—都涉及“所有权”问题。一台推土机、一枚钻戒、帝国大厦、小说《飘》，都可能是一个人或者一些人的财产。这意味着国家将保护所有权人对其所有物的使用、享受甚至是毁灭的权利，同时排除他人对此行为的干涉。按照惯例，第一年的财产课程会侧重于英美法律对财产保护的详细规定，诸如土地和地上物等不动产的所有权的细化性规定。然后，你将会学习到基本是对版权、专利权，股权，可转让票据等无形财产的所有权的法律保护。

中英文合同

巴西铁矿石购销合同（中英文） SALE & PURCHASE CONTRACT FOR BRAZIL IRON ORE FINES Contract Date : 合同日期Contract Number : 合同编号This contract (“Contract”) is made and entered into by and between: 这个合同（“合同”）是由以下双方达成：Seller :卖方Buyer :买方Whereas, the Buyer agrees to buy and the Seller agrees to sell the below-mentioned goods for Asia, on the terms and conditions stated below: 在此，在下述的情况条件下，买方同意购买，卖方同意销售下文提及的货物，： CLAUSE 1 : DEFINITION 第一条：定义 In this contract, the following terms shall, unless otherwise specifically defined, have the following meanings:在本合同中，除非另有特指，词语均定义如下，(A) "Ore" means Iron Ore Fines of Brazil Origin.“矿石”指的是产地巴西的铁矿石(B) "U.S. Currency" means the currency of the United States of America freely transferable from and payable to an external account. “美元货币”指的是美国的自由可转让的且可支付外国帐户的货币(B) "Metric Tonne or MT" means a tonne equivalent to 1,000 Kilogram. 公吨或MT 指的是等于1000千克的一吨。(D) "Wet basis" means Ore in its natural wet state. “湿吨”指的矿石的自然重量(E) "Dry basis" means Ore dried at 105 degrees Centigrade. “干吨”指的是105摄氏度干燥后的矿石。(F) “DMT”means dry Metric Tonne “DMT”指的是干吨重。 CLAUSE 2 : COMMODITY 第二条：货物Ore 铁 CLAUSE 3 : DELIVERY QUANTITY AND DELIVERY PERIOD 第三条交货数量和交付期限 Quantity : ----- WMT (+/- 10%) at Buyer’s Option 数量： ___湿吨（+/- 10%）-买方意见Loading Port : Rio de Janeiro port, Brazil (at Seller’s option) 装船港：巴西里约热内卢-卖方意见Discharging Port : ----------/---------- port, China (at Buyer’s option) 装卸港：中国港-买方意见Shipment : On or before --------- -----, 2006 装船：在年月日之前 CLAUSE 4 : GUARANTEED SPECIFICATIONS第四条：质量保证Chemical composition (on Dry basis) 化学成分（在干燥状态）Fe铁 64.50 % (Rejection below 63.50%)拒绝低于63.5% Al2O3 氧化铝 2.0% max 不高于2.0% SiO2 氧化硅 3.5% max 不高于3.5% Sulphur 硫 0.01% max 不高于0.01% Phosphorus 磷 0.06% max 不高于0.06% Free moisture content loss at 105 degrees Centigrade shall be 8.00% max.在105摄氏度失去的自然水分含量不能高于8%。Physical composition (on Wet basis)物理成分（自然状态下）Size (mm) 大小 +10 mm 5% max 不多于5% + 1 mm 80% min 不少于0% - 15 mm 15% max 不多于15% CLAUSE 5 : PRICE 第5条价格US$ per DMT CIF ------ port, China (Incoterms 2000). The above price shall be based on 64.5% Fe. Rejection below Fe 63.5% based on CIQ analysis report at discharging port and also rejection below Fe 64.0% based