Contract Law of the People.docx

1、Contract Law of the PeopleContract Law of the Peoples Republic of China GENERAL PROVISIONS CHAPTER 1 GENERAL PROVISIONS CHAPTER 2 CONCLUSION OF CONTRACTS CHAPTER 3 EFFECTIVENESS OF CONTRACTS CHAPTER 4 PERFORMANCE OF CONTRACTS CHAPTER 5 MODIFICATION AND ASSIGNMENT OF CONTRACTS CHAPTER 6 TERMINATION O

2、F THE RIGHTS AND OBLIGATIONS OF CONTRACTS CHAPTER 7 LIABILITY FOR BREACH OF CONTRACTS CHAPTER 8 MISCELLANEOUS PROVISIONS SPECIFIC PROVISIONS CHAPTER 9 CONTRACTS FOR SALES CHAPTER 10 CONTRACTS FOR SUPPLY AND USE OF ELECTRICITY, WATER, GAS OR HEATING CHAPTER 11 CONTRACTS FOR DONATION CHAPTER 12 CONTRA

3、CTS FOR LOANS CHAPTER 13 CONTRACTS FOR LEASE CHAPTER 14 CONTRACTS FOR FINANCIAL LEASE CHAPTER 15 CONTRACTS FOR WORK CHAPTER 16 CONTRACTS FOR CONSTRUCTION PROJECTS CHAPTER 17 CONTRACTS FOR TRANSPORTATION SECTION 1 GENERAL RULES SECTION 2 CONTRACTS FOR PASSENGER TRANSPORTATION SECTION 3 CONTRACTS FOR

4、GOODS TRANSPORTATION SECTION 4 CONTRACTS FOR MULTI-MODAL TRANSPORTATION CHAPTER 18 CONTRACTS FOR TECHNOLOGY SECTION 1 GENERAL RULES SECTION 2 CONTRACTS FOR TECHNOLOGY DEVELOPMENT SECTION 3 CONTRACTS FOR TECHNOLOGY TRANSFER SECTION 4 CONTRACTS FOR TECHNICAL CONSULTANCY AND TECHNICAL SERVICE CHAPTER 1

5、9 CONTRACTS FOR STORAGE CHAPTER 20 CONTRACTS FOR WAREHOUSING CHAPTER 21 CONTRACTS FOR COMMISSION CHAPTER 22 CONTRACTS FOR BROKERAGE CHAPTER 23 CONTRACTS FOR INTERMEDIATION SUPPLEMENTARY PROVISIONS Article 1 This Law is formulated with a view to protecting the lawful rights and interests of the parti

6、es to contracts, maintaining the social economic order and promoting the progress of the socialist modernization drive. Article 2 A contract in this Law refers to an agreement establishing, modifying and terminating the civil rights and obligations between subjects of equal footing, that is, between

7、 natural persons, legal persons or other organizations. Agreements involving personal status relationship such as on matrimony, adoption, guardianship, etc. shall apply the provisions of other Laws. Article 3 The parties to a contract shall have equal legal status. No party may impose its will on th

8、e other party. Article 4 The parties shall have the rights to be voluntary to enter into a contract in accordance with the law. No unit or individual may illegally interfere. Article 5 The parties shall abide by the principle of fairness in defining the rights and obligations of each party. Article

9、6 The parties must act in accordance with the principle of good faith, no matter in exercising rights or in performing obligations. Article 7 In concluding and performing a contract, the parties shall abide by the laws and administrative regulations, observe social ethics. Neither party may disrupt

10、the socio-economic order or damage the public interests. Article 8 As soon as a contract is established in accordance with the law, it shall be legally binding on the parties. The parties shall perform their respective obligations in accordance with the terms of the contract. Neither party may unila

11、terally modify or rescind the contract. The contract established according to law shall be under the protection of law. CHAPTER 2 CONCLUSION OF CONTRACTS Article 9 In concluding a contract, the parties shall have appropriate civil capacity of right and civil capacity of conduct. The parties may conc

12、lude a contract through an agent in accordance with the law. Article 10 The parties may conclude a contract in written, oral or other forms. Where the laws or administrative regulations require a contract to be concluded in written form, the contract shall be in written form. If the parties agree to

13、 do so, the contract shall be concluded in 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 e-mails). Article 12 The contents of a contrac

14、t shall be agreed upon by the parties, and shall contain the following clauses in general: (1) title or name and domicile of the parties; (2) contract object; (3) quantity; (4) quality; (5) price or remuneration; (6) time limit, place and method of performance; (7) liability for breach of contract;

15、and (8) methods to settle disputes. The parties may conclude a contract by reference to 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 enter into a contract with other parti

16、es. The proposal shall comply with the following stipulations: (1) Its contents shall be detailed and definite; (2) It indicates the proposal of the offeror to be bound in case of acceptance. Article 15 An invitation for offer is a proposal for requesting other parties to make offers to the principa

17、l. Price forms mailed, public notices of auction and tender, prospectuses and commercial advertisements, etc. are invitations for offer. Where the contents of a commercial advertisement comply with the terms of the offer, it may be regarded as an offer. Article 16 An offer becomes effective when it

18、reaches the offeree. If a contract is concluded by means of data-telex, and a recipient appoints a specific system to receive the data-telex, the time when the data-telex enters the system shall be the time of arrival; if no specific system is appointed, the time when the data-telex first enters any

19、 of the recipients systems shall be regarded as the time of arrival. Article 17 An offer may be withdrawn, if the withdrawal notice reaches the offeree before or at the same time when the offer arrives. Article 18 An offer may be revoked, if the revocation reaches the offeree before it has dispatche

20、d an acceptance. Article 19 An offer may not be revoked, if (1) the offeror indicates a fixed time for acceptance 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 performing the contrac

21、t. Article 20 An offer 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 with the law; (3) The offeree fails to make an acceptance at the time when the time limit for acceptance expires; (

22、4) The offeree substantially alters the contents of the offer. Article 21 An acceptance is a statement made by the offeree indicating assent to an offer. Article 22 Except that it is based on transaction practices or that the offer indicates an acceptance may be made by performing an act, the accept

23、ance shall be made by means of notice. Article 23 An acceptance shall reach the offeror within the time limit fixed in the offer. Where no time limit is fixed in the offer, the acceptance shall arrive in accordance with the following provisions: (1) If the offer is made in dialogues, the acceptance

24、shall be made immediately except as otherwise agreed upon by the parties; (2) If the offer is made in forms other than a dialogue, the acceptance shall arrive within a reasonable period of time. Article 24 Where the offer is made in a letter or a telegram, the time limit for acceptance commences fro

25、m the date shown in the letter or from the moment 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 as telephone or facsimile, the time limit for accep

26、tance commences from the moment that the offer reaches the offeree. Article 25 A contract is established when the acceptance becomes effective. Article 26 An acceptance becomes effective when its notice reaches the offeror. If an acceptance neednt be notified, it becomes effective when an act of acc

27、eptance is performed in accordance with transaction practices or as required in the offer. Where a contract is concluded in the form of data-telex, the time when an acceptance arrives shall apply the provisions of Paragraph 2, Article 16 of this Law. Article 27 An acceptance may be withdrawn, but a

28、notice of withdrawal shall reach the offeror before the notice of acceptance reaches the offeror or at the same time when the acceptance reaches the offeror. Article 28 Where an offeree makes an acceptance beyond the time limit for acceptance, the acceptance shall be a new offer except that the offe

29、ror informs the offeree of the effectiveness of the said acceptance promptly. Article 29 If the offeree dispatches the acceptance within the time limit for acceptance which can reach the offeror in due time under normal circumstances, but the acceptance reaches the offeror beyond the time limit beca

30、use of other reasons, the acceptance shall be effective, except that, the offeror informs the offeree promptly that it does not accept the acceptance because it exceeds the time limit for acceptance. Article 30 The contents of an acceptance shall comply with those of the offer. If the offeree substa

31、ntially modifies the contents of the offer, it shall constitute a new offer. The modification relating to the contract object, quality, quantity, price or remuneration, time or place or method of performance, liabilities for breach of contract and the settlement of disputes, etc., shall constitute t

32、he substantial modification of an offer. Article 31 If the acceptance does not substantially modifies the contents of the offer, it shall be effective, and the contents of the contract shall be subject to those of the acceptance, except as rejected promptly by the offeror or indicated in the offer that an acceptance may not modify the offer at all. Article 32 Where the parties conclude a contract in written form, the contract is established when both parties sign or affix a seal on it. Ar