Hợp đồng kinh doanh mẫu

Mình đã tham khảo một hợp đồng thực tế và mình đánh máy đưa lên đây cho mọi người tham khảo, vì tính bảo mật của hợp đồng này mình xin được đổi tên công ty, còn nội dung thì không có gì thay đổi. Nếu bạn nào có thể translate to Vietnamese thì có thể gửi cho mình mình đăng luôn bài dich luôn. 

BASIC CONTRACT OF TECHNICAL SERVICES

VDEC VIETNAM  CO., LTD. (Refer as “A” below) and VDEC ELECTRONICS (MALAYSIA) SDN., BHD. (Refer as “B” below) will execute the contract as below with the objective of A providing B with B with technical services.

Article 1 (Technical services detail)

“A” will provide technical support for production, management, quality control, personnel administration, financial management, computer processing, and others for “B”.

Article 2 (Term of Validity)

Term of validity for this contract is from 25^th July 2011 to 31^st March 2012

Article 3 (Implementation of Support)

1.   In this support, when “B” requests a technical sevice from “A”, “A” will provide the technical service to “B” based on the mutual agreement derived from a discussion between “A” and “B”. Also, “A” is required to consult with “B” when the technical service requested is estimated to prolong beyond agreed duration.

2.   The implementation of this support includes dispatch of personnel from “A” to “B”, dispatch of personnel from “B” to “A”, or in the form of telephone, e-mail, or TV conference. Furthermore, when dispatching personnel, a discussion between “A” and “B” is required to decide on the dispatch schedule.

3.   “A” will provide attachment material to “B” in the form of e-mail, USB or other form of storage medium.

Article 4 (Support Fee)

“B” will be charged by “A” based on the calculation below.

1.   Labor cost: 550 USD per person (per day)

2. Travel expenses: Full amount of the travel expense based on the calculation by “A” according to their travel expense regulations.

3.   Others: Reasonable expenses needed for the support

Article 5 (Confidentiality)

“B” shall not transfer the technology/material/information provided by “A” according to a third-party or use it for other purposes. Also, the analysis result shall not be disclosed to a third-party.

Article 6 (Payment)

1.   “A” shall send “B” the invoice, debit note using DHF. “B” shall make the payment within 30 days after month-end closing for technical services to “A” using international wire tranfer after receiving the invoice or debit note.

2.    Based on the contract, “B” shall pay the full payment in USD via wire transfer to “A” into the bank account that is specified by “A”. Furthermore, conversion of expenses using the local currency shall be based on conversion rate of the month that the invoice was made by “A”.

3.    “A” is fully responsible for the various tax/duty imposed by Socialist Republic of Vietnam Tax Office on the income that benefited “A” resulted from implementation of privilege or duty from or related to the contract. Also, if “B” deducted the tax from the remittance amount to send to “A”, “B” shall send the tax payment certification without delay to “A” to verify that “B” has paid the tax/duty.

Article 7 (Transfer)

Related party in this contract shall not transfer nor consign full or partial privilege or obligation to a third-party without written consent by opposite party in prior agreement. Transfer or consignment that violates this article shall lose its validity.

Article 8 ( Amendment and Isolation according to Law)

1.   If the articles in the contract restrict the other party lawfully or conflict with the regulations, the related party has to issue a notification letter to the other party and also avoid the conflict. Both parties are required to change or amend the contract appropriately to guarantee the legality of this contract.

2.    The validity of this contract is effective for the other parts even if an article or part of the article cannot be implemented, enforced or invalid.

Article 9 (Language)

If there is a discrepancy between the Japanese, Vietnamese and English version of the contract, the Japanese version of the contract should be prioritized.

Article 10 (Jurisdiction)

If this contract, where Japan Law is applicable, the basis or the interpretation is according to the appropriate law and regulation of Japan. If Japan Law is not applicable, the basis or interpretation of Vietnam Law and Regulations will be applied.

Article 11 (Complete Agreement)

This contract was based on the mutual agreement and consent of the related-party that has signed on it. Any consultation, discussion or written document prior to execution of this contract that opposes the item in this contract shall be deemed invalid. Any changes or correction need to be documented and signed by both representatives of this contract with legitimate authority to be valid.

As proof of this contract, two copies of Japanese, Vietnam and English version will be made and each party shall retain a copy.

Date:      Year      Month      day                                              Date:     Year    Month       Day

VDEC VIETNAM CO., LTD.                             VDEC ELECTRONICS MALAYSIA SDN. BHD.

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Name: Toshiaki                                                                       Name: Kitazaki

Position: Representative Director                                              Position: Managing Director