The Maintenance Service Contract
This contract was made, with the principal of mutual benefit and good faith, in accordance with the “Contract Law of the PRC” and related law, regulation and/or interpretations, by and between the entrusting party and trustee, subject to the services that provided hereunder.
Ⅰ, Scope of services, Business Hours, Service Items and Contract Value
The trustee shall, within the agreed service period hereof, be responsible for complete the technical services that exhibit in Appendix 1
The trustee shall, in accordance with service standard of the Appendix 1 of this contract and within the agreed contract period, provide the listed service.
Appendix 1: Product list and service items shall be deemed as an integral part of this contract.
the total amount of this service contract is ￥________ (RMB _______ only), this amount is all-in prince and shall include but not limited service fees, travel expenses, labor cost, taxes and other expenses.
Ⅱ, the obligations of the parties
Entrusting Party’s obligation
Whenever the failure happens, the entrusting party shall use written notice, telephone or email inform trustee with detailed failure explanations; to convenient the trustee make correct resolve solution.
The entrusting party shall, for the convenient of trustee, provide the necessary personnel, venues and other environmental arrangement.
The Trustee’s Obligations
The trustee shall, in accordance with the service clause in Appendix 1, provide quality guarantee to the entrusting party.
Other works should be assisted by the entrusting party that pursuant to this contract.
Ⅲ, the liability for breach of contract
If the trustee failure to complete the required work that pursuant to the requirement of the quality guarantee of this contract, the trustee shall pay to the entrusting party liquidated damages 0.05% of the contract value for each breach, but the total liquidated damages shall not exceed 50% of the contract value.
Ⅳ, Payment terms
Both parties agree that the payment by entrusting party enter into the designated bank account of the trustee shall be deemed as payment accomplished.
Within 30 days of this contract signed, the buyer pay to the seller full amount of this contract. But before the payment is made, the seller shall issue the VAT invoice with full amount of the contract value to the buyer, the relevant tax rate shall be exhibit in appendix.
Ⅴ, Dispute resolution
In the event of any disputes arise by this contract; such dispute shall be resolved through friendly negotiation; if failure to make the consensus of the parties through negotiation, either party may bring such dispute to the people’s court where the entrusting party located.
Ⅵ, Force majeure, government behavior and the exemption clause
In the event of any force majeure of either party hereof, force majeure herein means unforeseeable, unavoidable and uncontrollable events that including but without limitation fire, flood, earthquake, typhoon, act of god, or automakers’ interruptions, which makes the affected party delay to perform or failure to perform the contract liabilities; the affected party shall use written notice to inform the other party about the force majeure event, except otherwise the payment obligations, other performance liabilities shall be extend accordingly. If the continuous of the aforesaid circumstance makes the performance of this contract delayed or unperformed over 120 colander days, and the both parties failure to make new agreement, the unaffected party may upon one week in advance with written notice to terminate this contract without any other liabilities.
Any delay or failure performance to this contract of either party, under the reason of law, regulation, government decree or any other abstract administrative acts, which make the contract delayed or cannot be performed; the affected party shall inform the other party timely, the contract period shall be delayed accordingly; neither party will not be responsible for any loss of the aforesaid reasons. Nevertheless, any specific administrative act that lead to this contract cannot be performed shall definitely not be included.
Both parties, knowing the other party’s confidential information before or during this contract performance, shall keep secret and never release to any third party; the confidential hereof shall means, explicit or implied, any type of written document or any other information or message stored in any media. The trustee, during the performance of this contact, with know or obtain any information about equipment, network, business process or structures, management systems or proprietary information and etc. that belong to the entrusting party, irrespective of the information type or purpose, the confidential information shall remain belongs to the entrusting party, without written consent; the trustee cannot copy, record or release by any other method.
Ⅷ, Ownership of the technical achievement
Any new technical achievement, the entrusting party create by using technical service provided by trustee, shall be owned by entrusting party.
The new technical results acquired during the service terms, including but not limited to new technology, invention, new discovery and etc., the ownership or intellectual property right shall always belongs to the entrusting party.
Ⅸ, Guarantee Obligations
During the contract period, any equipment, material, technical process, software, or other intellectual property that used to perform this contract by one party, the party shall ensure, using the aforesaid, will no right defects and will not infringe the intellectual property of any third party. In the event of the infringement, the providing party shall be solely responsible for any liability of both the legal and economical, and shall be indemnify for the loss that caused to the other party.
This contract shall be enforceable only upon the signed and sealed by the duly authorized representatives; the facsimile shall be deemed as the original and enjoy same legal force with the original. This contract is made in six copies, either of the party hold three copies. Any pending matters in this contract, the parties hereto shall processed in accordance with “Contract Law of the PRC”
During the performance of this contract, the parties hereto may revise the terms and conditions hereof through friendly negotiation. Such revise hereof shall be through negotiation and mutual consensus; the supplementary agreement shall only be signed and sealed by the duly authorized representatives of the parties hereto. Such supplementary agreement shall be deemed as integral party of this contract, if any discrepancies between the contract and supplementary agreement, except negotiated by and between the entrusting party and trustee otherwise, the supplementary agreement shall prevail.