标签：技术开发合同,技术咨询合同,http://www.qiuzhi56.com 国际技术转让加设备进口合同,http://www.qiuzhi56.com
"supplier's engineer" means any person nominated by the supplier and assigned to the contract plant to provide the technical services.
"supplier's representative" means any person nominated by the supplierin the manner provided in article 18.2 （supplier's representative）hereofto perform the duties delegated by the supplier.
"technical documents" means design， drawings， specifications， partslist， calculations， manuals and instructions for installation， operationor maintenance and test certificates， barchart programme which arerelevant to the works and are to be provided by the supplier， listed inappendix 7-1 （scope of works and supply）hereto.
"technical services" means the technical services provided by thesupplier's engineer at the contract plant， pursuant to appendix 7-5 （thesupplier's engineer's technical services and working conditions）hereto.
"technical service fee" means the fee for the technical services asspecified in article 12 （contract price and technical service fee）hereof.
"time for delivery" means the time within which each batch of thetechnical documents or each lot of the equipment is to be delivered to thebuyer by the supplier in accordance with articles 21.5 （delivery oftechnical documents）and 22.2 （delivery）hereof andtherelevantprovisions of the contract.
"works" means the supply of the equipment and performance of thedesign and engineering of the equipment and the contract plant， thetechnical services， and any other works and services to be carried out bythe supplier under the contract as specified in appendix 7-1 （scope ofworks and supply）hereto.
article 2.contract documents
2.1contract documents:subject to article 2.2 （order of precedence）hereof， this agreementand the appendices （and parts thereof）hereto are intended to becorrelative， complementary and mutually explanatory of one another. thecontract shall be read as a whole.
2.2order of precedence:in the event of any ambiguity or conflict between this agreement andthe appendices， this agreement shall precede the appendices.
article 3.interpretation
3.1language
3.1.1all contract documents and all correspondence and communicationsto be given and all other documentation to be prepared and supplied underthe contract shall be written in the governing language specified inarticle 6 （governing law and language）hereof and the contract shall beconstrued and interpreted in accordance with that language.
3.1.2if any of the contract documents is prepared in any language inaddition to the governing language， the contract documents in thegoverning language shall prevail， unless otherwise specified in article 6（governing law and language）hereof.
3.2singular and plural
the singular shall include the plural and the plural the singularexcept where the context otherwise requires.
3.3headings
the headings and marginal notes in the contract documents are includedfor ease of reference， and shall not constitute a part of the contract，nor affect its interpretation.
3.4persons
words importing persons or parties shall include firms， corporationsand government entities.
3.5incoterms
"incoterms" means the international rules for the interpretation oftrade terms published by the international chamber of commerce （1990edition).
unless inconsistent with any provision of the contract， the meaning ofany shipping term and the rights and obligations of the parties thereundershall be as ascribed by "incoterms".
3.6entire agreement
subject to article 17.4 hereof， the contract constitutes the entireagreement between the buyer and the supplier with respect to the subjectmatter of the contract and supersedes all communications， negotiations andagreements （whether written or oral）of the parties with respect theretomade prior to the signing date of this agreement.
3.7amendment
no amendment or other variation of the contract shall be effectiveunless it is in writing， is dated， expressly refers to the contract， andis signed by a duly authorized representative of each party hereto.
3.8independent contractor
the supplier shall be an independent contractor performing thecontract. the contract does not create any agency， partnership， jointventure or other joint relationship between the parties hereto.
subject to the provisions of the contract， the supplier shall besolely responsible for the manner in which the works are performed. allemployees， representatives or sub-contractor engaged by the supplier inconnection with the performance of the contract shall be under thecomplete control of the supplier and shall not be deemed to be employeesof the buyer， and nothing contained in the contract or in any sub-contractawarded by the supplier shall be construed to create any contractualrelationship between any such employees， representatives or sub-contractorand the buyer.
3.9non-waiver
3.9.1subject to article 3.9.2 below， no relaxation， forbearance，delay or indulgence by either party in enforcing any of the terms andconditions of the contract or the granting of time by either party to theother shall prejudice， affect or restrict the rights of that party underthe contract， nor shall any waiver by either party of any breach of thecontract operate as a waiver of any subsequent or continuing breach of thecontract.
3.9.2any waiver of a party's rights， powers or remedies under thecontract must be in writing， dated and signed byanauthorizedrepresentative of the party granting such waiver， and must specify theright and the extent to which it is being waived.
3.10severability
if any provision or condition of the contract is prohibited orrendered invalid or unenforceable， such prohibition， invalidityorunenforceability shall not affect the validity or enforceability of anyother provisions and conditions of the contract.
article 4.effective date
4.1the contract shall enter into full force and effect on the date
when all of the following conditions have been fulfilled:
（a）this agreement has been duly executed for and on behalf of thebuyer and the supplier;
（b）acquisition by the supplier of an export licence from itsgovernment authorities;
（c）acquisition by the buyer of an import licence from its governmentauthorities;
（d）issue of the letter of credit and the letter of guarantee asspecified in article 13 （terms of payment）hereof;
each party shall use its best efforts to fulfill the above conditionsfor which it is responsible as soon as practicable.

www.qiuzhi56.com

4.2if the contract has not become effective pursuant to article 4.1above within _________ months from the date of signing this agreement due toreasons not attributable to the supplier， the parties shall discuss andagree on an equitable adjustment to the contract price and the time fordelivery and/or other relevant conditions of the contract.
article 5.notices
5.1all notices to be given under the contract shall be sent to thebuyer or the supplier， as the case may be， at the address set forth below:_________to the buyer:_________attention:_________ to the supplier: _________ attention:_________
unless otherwise stated in the contract， all notices to be given underthe contract shall be in writing， and sent by personal delivery， airmailpost， special courier， cable， telegraph， telex， facsimile or electronicdata interchange （edi）to the address of the relevant party set out above，provided that:

上一页  [1] [2] [3] [4] [5] [6] [7] [8] [9] [10] [11] [12] [13] [14] [15] [16] [17] [18] [19] [20] [21] [22] [23] [24] [25] [26] [27] [28] [29] [30] [31] [32]  下一页

，国际技术转让加设备进口合同