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1、Expect otherwise provided for this local agreement, the parties agreed to be bound by all terms and conditions of the master agreement entered into between x and y on as if it were incorporated herein.If there is any conflict between this local agreement and the master agreement, this local agreemen
2、t shall prevail. This purchase order shall be subject to the terms and conditions of the seller as amended from time to time.Except for the articles x y and z, this LoI shall have no legal bounding force upon the parties.序言常用词This contract is made on the xx day of xx, 2006 at xx by and between the f
3、ollowing parties: X co., a limited liability company incorporated under the laws of the PRC, with its registered address at xx hereinafter referred to as party a, and Y co., Party A and Party B are hereinafter referred to as a Party individually and as Parties collectively. 如果是多方This Agreement (here
4、inafter referred to as “Agreement”) is made and entered into in xxplace as of the date by and between: Xx company, established and existing under the law of , having its headquarters domiciled in Beijing, the PRC hereinafter referred to as Party A as one party, Xx Party A, Party B and Party C may be
5、 referred to as a Party individually and Parties collectively.This agreement shall take effect on the date of This agreement shall be effective retroactively to the November 12th, 2007 and shall continue in full force and effect until earlier termination in accordance with section 7 termination. Rec
6、italWhereas party a and party b signed a memorandum of understanding dated xx agreeing to start friendly discussion on establishing a joint venture to jointly develop the project. Whereas party a and party b reached initial agreement on establishing a joint venture to jointly develop the project and
7、 signed the joint venture heads of agreement on june 1Whereas party a and party b have agreed to establish a joint venture according to terms and conditions of this joint venture contract to jointly develop the project.NOW THEREFORE, it is agreed by both parties as follows Both parties agree as foll
8、owIn consideration of the mutual promises and undertakings contained in this agreement, the parties agree as follows.DefinitionIn this agreement, where the context admits, the following expressions shall have the following meanings The following expressions shall have the following meanings unless o
9、therwise expressly required.The following words and terms used in the agreement shall have, unless otherwise specified herein, the following meaningsThe following words and expressions shall have the meaning stated in this contract, except where the context requires otherwiseUnless the context other
10、wise requires, the following words and or expressions shall have the following meanings.Unless the context requires otherwise, the words appearing in this agreement in full capital means the following:支付条款Buyer shall pay the contract price to party b within 60 days after the receipt of party b.EPCTh
11、e definitions set forth in Article 1 of the EPC (Engineering, Procurement and Construction) Contract are equally applicable to this Design agreement and shall have the same meanings ascribed to them in the EPC contract unless otherwise defined in this design agreement.关联公司Affiliate means a company w
12、hich, directly or indirectly through one or more intermediaries, controls or is controlled by, or is under common control with a party or a subcontractor of a party. For this purpose control means the direct or indirect ownership of in aggregate fifty percent or more of voting capital.HeadingAll Hea
13、dings and titles used in this agreement are for convenience only. They are not to be used in the interpretation or construction of this agreement.No heading, index, title, sub-title, or sub-heading of this agreement shall limit, alter or affect the meaning or operation of this agreement. 效力In the ev
14、ent of ambiguity or conflict between any of the documents in the purchase order, they shall be given precedence in the following orderThe Parts, Schedules, Appendices and any other documents referred to in this purchase order shall be taken, read and construed as an essential and integral part of th
15、is agreement.In the event of any inconsistency between the terms of the main body of this agreement and the schedules to this agreement the terms of the main body of this agreement shall take precedence.Representation and warrantyParty A represents and warrants that1 it is duly incorporated with lim
16、ited liability and validly exists under the laws of xx2 it has corporate power and has taken all necessary corporate and other action to enter into and complete this agreement.Each Party hereby represents and warrants that This agreement has been duly executed and delivered on its behalf and constitutes its legal, valid, binding and e
