Assets Transfer Agreement
this assets transfer agreement ('this agreement') is made between and by the following parties in beijing on _________,_________,_________(m,d,y).
party a: aaa co., ltd.
address: _________
party b: bbb co., ltd.
address: _________
whereas party a agrees to assign to party b the assets concerned to party b and party b agrees to accept the said assets; therefore, the parties reach the following agreement through friendly consultations:
article 1
party a agrees to assign the assets listed in attachment i of this agreement, and party b agrees to accept the foregoing assets.
article 2
the parties agree that party a will complete all the procedures necessary for the transfer of the assets listed in attachment i hereto from party a to party b within _________ upon execution of this agreement (excluding the day of execution for this agreement), which include but are not limited to the hand-over of certification of ownership for such assets and the handling of registration procedures (if applicable).
article 3
party b will pay party a an assignment fee of _________ for the assets assigned by party a.
article 4
the parties agree that the title of the assets listed in attachment i hereto will be transferred to party b on the _________ upon execution of this agreement. party a shall be responsible for all the liabilities and risks involving the title transfer of the assets listed in attachment i hereto prior to such transfer (no matter such liabilities and risks are claimed before or after the transfer of such title), for which party b shall bear no liabilities and obligations. in case party b does not receive the foregoing assets within _________ upon execution of this agreement, party a shall compensate in _________.
article 5
representation and guarantee
5.1 party represents and guarantees as follows:
(a) party a is a company incorporated and validly existing pursuant to the chinese laws;
(b) by executing and performing this agreement, party a does not violate the relevant laws and contracts that have a binding force on it, and has obtained the proper authorization and all the necessary approval of executing and performing this agreement; and
(c) party a is entitled to the ownership of the assets listed in attachment i hereto and has not placed mortgage or any third party's interests against such ownership, nor does it impose any obstacle to party b for the obtainment of the title of such assets.
5.2 party b represents and guarantees as follows:
(a) party a is a company incorporated and validly existing pursuant to the chinese laws; and
(b) by executing and performing this agreement, party b does not violate the relevant laws and contracts that have a binding force on it, and has obtained the proper authorization and all the necessary approval of executing and performing this agreement.
article 6
liability for breach of agreement
6.1 if one party to this agreement ('the breaching party') fails to implement its obligations under this agreement (including violation of the provisions involving representation and guarantee), and fails to adopt effective measures to correct such violation within _________ upon receipt of a written notice by the other party ('the non-breaching party') for such correction within the stipulated time, the non-breaching party has the right to terminate this agreement and claim compensation from the breaching party for the losses sustained therefrom.
6.2 if party a violates the provisions of articles 2 and 5 of this agreement, party b has the right to seek return of all the payment and a penalty equal to _________ of the total price from party a.
article 7
settlement of dispute
any dispute arising out of or in connection with this agreement shall be settled by the parties through consultations. if it cannot be settled through consultations, any party may submit the said dispute to china international economic and trade arbitration commission for arbitration in beijing according to its valid rules of arbitration. the arbitration award is final and shall be binding over the parties.
article 8
force majeure
a force majeure event refers to any event that cannot be foreseen and its occurrence and consequences cannot be avoided or overcome at the time when this agreement is executed. any party to this agreement shall not bear the liabilities for breach of this agreement if it is prevented from implementing all or any part of the responsibilities associated with the provisions of this agreement. the party that is affected with such a force majeure event shall notify the other party of the effects of such event within _________ after its occurrence, and present certification by the local notarization organ.
article 9
transfer of agreement
no party shall transfer its rights and obligations under this agreement to any third party unless consented by the other party in writing.
article 10
separability of agreement
if any article or section of this agreement becomes invalid or unenforceable, it will not affect the validity and enforceability of other articles or sections.
article 11
amendment and supplement of agreement
the parties may amend or supplement this agreement in writing. the amendment and supplement to this agreement shall constitute an inseparable part of this agreement and be equally authentic to this agreement.
article 12
miscellaneous
12.1 this agreement shall come to force upon execution by the authorized representatives of the parties and fixation of their official seals as of the date first seen in this agreement.
12.2 this agreement has two original copies, of which each party holds one, and they are equally authentic.
party a: aaa co., ltd.
(official seal)
authorized representative: _________
(signature) _________
party b: bbb co., ltd.
(official seal)
authorized representative: _________
(signature) _________
translation verification
the foregoing represents a fair and accurate english translation of the original chinese document.
dated: _________,_________,_________(m,d,y)
by: _________
name: _______
title: ______
attachment i
list of assets for assignment
-
債權轉讓協議大綱
本協議由下列各方於____年____月____日在____省____市簽訂:a有限公司(下簡稱“a公司”),一家依照中國法律設立並存續的有限責任公司,其法定地址在:____省____市____路____號;b有限公司(下簡稱“b公司”),一家依照中國法律設立並存續的有限責任公司,其法定地址在:____省____...
-
倉儲保管合同(精選13篇)
倉儲保管合同篇1存貨方:保管方:根據《中華人民共和國經濟合同法》和《倉儲保管合同實施細則》的有關規定,存貨方和保管方根據委託儲存計劃和倉儲能量,經雙方協商一致,簽訂本合同。第一條儲存貨物的品名、品種規格、數量、質量、包裝1.貨物品名:2.品種規格:3.數量:4.質...
-
科學事業政策性支持、調節費科技工作合同(精選3篇)
科學事業政策性支持、調節費科技工作合同篇1科技工作名稱:歸口部門:承擔單位:承擔單位負責人:國家科學技術委員會年月日一、科技工作的目的、意義(包括説明該工作對促進科技體制改革,推動科技事業發展,改變科技環境將產生的作用,效益分析與評估及可能產生的影響等):二...
-
以物抵債協議
____________(債務人,以下簡稱甲方)願意以其財產抵償所欠中國銀行______________(債權人,以下簡稱乙方)債務,雙方經平等協商,達成下列條款。第一條抵債財產甲方同意以下列財產抵償債務:(一)________________________;(二)________________________;(三)________________________...
相關文章
- 英文簡歷(行政助理)ADMINISTRATIVE ASSISTANT(Personnel)範例
- 英文簡歷(客户服務代表)CUSTOMER SERVICE REPRESENTATIVE(Sales)
- 英文簡歷(行政助理)ADMINISTRATIVE ASSISTANT(Personnel)大綱
- 英文簡歷(客户服務代表)CUSTOMER SERVICE REPRESENTATIVE(Sales)大綱
- 英文簡歷(客户服務代表)CUSTOMER SERVICE REPRESENTATIVE(Sale
- 英文簡歷(行政助理)ADMINISTRATIVE ASSISTANT(Personnel)
- 英文求職信範文:Assistant Personnel Manager
- 《Mastering Regular Expressions》讀書筆記
- 英文求職信-Human Resources - Assistant Personnel Manager
- President Bush Lights National Christmas Tree英語演講稿