Basic Terms Of American Contract

I. main provisions
Unlike the provisions of Chinese Contract Law, the main part of foreign contracts should clearly specify the types of contract subjects, such as individuals, joint stock companies, and limited liability companies.

Two, introduction
The introduction is used as an auxiliary tool of contract, and its purpose is to make the contents of the contract clearer and easier to understand. The basic contents of the introduction include:
(1) background of contract
(2) the purpose of the contracting parties.
(3) the main objectives or important assumptions of the contract.
Introduction, although it does not have the effect of enforcement, it can especially help the third parties outside the contract to have a proper understanding of the contract.

Three. Main contents of contract
1. Obligations of all parties:
This clause is the core part of the contract. Its main contents should include:
(1) the specific contents of the main obligations of the parties to a contract.
(2) contract execution time.
(3) quality standard of contract performance
(4) transport terms, including transport arrangements and freight charges.
(5) insurance and charges
2. Term of validity of contract
3, price terms: especially the burden of taxes and fees should be clear.
4. Terms of payment
5. Statement and warranty clause
6, limitation of liability clause:
(1) the limitation of liability is mainly the limitation of the total amount of breach of contract or damages.
(2) conditions of liability: fundamental breach or general breach of contract.
7. Cancellation clause of contract
8. Confidentiality provisions
9. Non performance and breach of contract clause

Four, contract dispute settlement clause

Five. Damages clause
The clause stipulate that the other party shall bear the responsibility when the third party claims the right of the contract.

Six, comprehensive agreement

Seven. Signature

Eight. About the terms of the model, this clause is similar to the "other" content in the domestic contract. The following are important sample provisions:
1, the choice of law:
2, attorney agency fee: if there is an agreement, the losing party shall bear the lawyer's fee and reasonable other legal expenses of the winning party according to law. If there is no agreement, it shall be borne by the parties themselves. This is very different from domestic contracts.
3, the notice stipulates: how to communicate.
4. Contract Revision clause
5. The complete contract stipulate that the contract is the final agreement, thereby eliminating the legal effect of other letters, documents or certificates that may be part of the contract.
6, the validity defect agreement: refers to the agreement when the legal effect of a clause has obstacles.
7. Substantive period: if the contract is about expired perishable goods or the contract is strictly limited due to objective reasons, the parties can agree on this clause. Any act of performance after this substantive period will be regarded as a complete breach or unnecessary.
8. Waiver or waiver: all waivers or waivers must be made in writing.
9. Necessary actions and further guarantees
10. Jurisdiction and court
11, the parties to the contract authorized and signed instructions.
12. Force majeure clause
13. Ambiguity clause
14, personnel assignment clause
15. Arbitration clause