中外合资经营企业合同(中英对照)_出口合同中英对照
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中外合资经营企业合同（中英对照）
合资经营企业协议
Joint Venture Agreement
本协议于19XX年X月X日签订。
签约
（1）现金：X X X X ；（2）先进设备：X X X X；（3）工业产权：X X X X。
乙方向甲方提供工业产权的技术资料包括影印本的专利证书和注册商标证书、有效期说明、技术特点、实际价值、价格计算依据等。
4、合营企业各方必须在19XX年X月X日前交付其出资。迟交必须交纳利息或赔偿因此而造成的损失。
5、甲乙双方中任何一方转让其出资额，须经另一方同意和其政府批准，该方享有优先购买权。
1.The registered capital of Joint Venture shall be(amount of capital), of which half(50%)will be contributed by each Party.2.Party A's contributions include(1)Buildings and premises:______(value)；
(2)Domestically-made equipment:_____(value)；(3)Cash:_____；
(4)The site of Joint Venture:______(value).3.Party B's contributions include(1)Cash:______；
(2)Sophisticated equipment:_______(value)；(3)Industrial property _______(value).Party B shall present to Party A the relevant documentation on the industrial property including photocopies of the patent certificates and trademark registration certificates, statements of validity, their technical characteristics, practical value, the basis for calculating the price, etc.4.Each Party to Joint Venture shall pay in its contributions before______(time limit).Any delay in payment will be subject to a payment of interest or a compensation for the lo occurred therein.5.The transfer of one Party's share in the registered capital shall be effected with the prior consent of the other Party and approval of its government and the latter shall enjoy priority to purchase it.above three agreements--the Patent License Agreement, the Trademark License Agreement and the Technical Aistance Agreement.3.Board meetings shall generally be held at the location of Joint Venture's legal addre, once each year.A quorum for a meeting shall consist of not fewer than two thirds(2/3)of the directors.Should any director be unable to attend the meeting, he shall authorize a representative to be present at the meeting and vote for him.In case a director dies, resigns, or is otherwise unable to fulfil his duties prior to the fulfilment of his term, the Parties agree to cooperate fully to have as his replacement a director nominated by the Party that nominated the director whose death, resignation or other conditions created the vacancy.4.Decisions on the following items shall be made only when unanimously agreed upon by the directors present at the Board meeting.(1)Amendment to the articles of incorporation of Joint Venture；(2)Termination and diolution of Joint Venture；
(3)Increase or aignmnet of the registered capital of Joint Venture；(4)Merger of Joint Venture with another economic organization.Decisions on other items shall be made by a simple majority vote of the directors present at the meeting.
Article 10 Financial Affairs and Accounting
1、协议双方充分认识到，为了他们自己和合营企业的最大利益，必须尽一切可能增加生产。因此，双方同意合营企业应保留足够的收益，用于扩大生产的其他需要，如奖金和福利基金。合营企业的年留用奖金比率由董事会决定。
2、合营企业雇用合格的财务人员和审计员，设立会计帐目，合营各方可随时查看有关帐目。
3、合营企业的财政年度自1月1日至12月31日。合营企业的净收入，在扣除储备金、奖金和企业发展奖金以后，根据各方出资在注册酱中占的比例进行分配。红利以XX（货币）支付。
1.The parties hereto are fully aware that the best interests of their own and Joint Venture will be served by taking all reasonable measures to ensure increase in production and in order to achieve this goal, the Parties agree to retain sufficient earnings in Joint Venture for the expansion of production and other requirements, such as bonus and welfare funds.The annual proportion of the earnings to be retained shall be decided by the Board of Directors.2.Joint Venture shall employ competent treasurers and auditors to keep all books of accounts, which are acceible at any time to each Party hereto.3.The fiscal year of Joint Venture shall begin on January 1st and end on December 31st.The net profit of Joint Venture shall be distributed between the Parties to Joint Venture in proportion to their respective shares in the registered capital after the deduction therefrom of the reserve funds, the bonus and the expansion funds of Joint Venture.Dividends shall be paid in(currency).governmnet of the People's Republic of China.
This Agreement consititutes the entire and only Agreement between the Parties hereto and supersedes and nullifies all prior agreements, commitments, expreed or implied, between the Parties hereto.
