咨询协议(英文模板)

consultancy agreementbetweenparty aandparty b精品资料this agreement is made by and between:partya, acompanyexistingunderthelawsofpeople s republicofchina, having its registered office in xxxxxxx(hereafter referred to as“party a ”)andparty b, xxxxxxxxxx(hereafter referred to as“party b ”)project: projects signed with *. (hereinafter refered to as“the project ”)whereas:1. party a is desirous of cooperating with party b to carry out the said project ;2. party b is agreeable to such cooperation;now therefore this agreement witnesseth as follows:aritcle1 appointmentofconsultantandscopeof cooperation1.1 party a hereby appoints party b as its consultants for the projects in xxxx (country)forclient,subjecttothetermsandconditionsofthis agreement.the consultantsacceptsuch appointmentand agreeto keep, observe and perform the terms and conditions of the agreement.1.2 partyb shallnotprovidethirdpartiesofa competitivenaturethesame service as provided to party a, for the same project throughout the effectiveterm of this agreement.1.3 theservicecontemplatedunderthisagreementshallberestrictedin xxxx(country).article 2subject matter of the agreement2.1the parties shall cooperate with each other in accordance with obligations and conditions contained herein the agreement.article 3obligation of party b3.1 partybis obligatedto showits capacityby providingallthe essential information,advice,consultationandotherservicesrequestedby partya, inview of obtaining the project contracts signed between party a and the clientandsoastosecurethegoodexecutionofthecontractsbycoordinationand solving the problems occurred between party a and the client.party b will act as aconsultant of party a in xxxx (country) to promote partyasparticipationinthesaidprojectsinxxxx(country),alongwith xxxx (country) authorities and private entities. thatconsultant service is not limited in scope but the parties will agree on a list of targets which will constitutethe initial basis of party bs work.3.2 upon the request of party a whenever necessary, party b should also: provide assistance to party as work in the clients country.supplytopartyawithdataconcerningthemarketandotherinformation including information on laws, payments, taxation and other standards in forcein the client s country which could be necessary.takepartin thepreparationand submissionof anywrittendocumentwhich must be presented to client in relation to the project.assistpartyatofulfillcontractualobligationsduringthecourseofimplementation of the project contract.article 4confidentiality4.1 the parties shall keep all information obtained in relation to this agreement confidential and shall not therefore divulge it to any third parties.4.2 any exception to the above must be agreed to in writing by the parties.article 5remuneration5.1 party a shall pay to party b such remuneration as party b shall be entitled to in accordance with the terms of this agreement.5.2 the parties agree that remuneration shall be paid to party b according tothepercentageandthecontractamountshowninthetablebelowwhenthe contract amount is equal to the bidding price:when the contract amount is lower than the bidding price, the percentage shown inthe table above shall be reduced accordingly upon the partiesfriendly discussion.5.3 payments shall be made into party bs bank account specified by party b in writing, and shall be in the same currency (usd) as that of the project contract.5.4 in consideration of the fact that party a shall be paid in accordance with the paymentscheduleof theprojectcontract,paymentsin favor of party b shall be madecorrespondenetly,andshallbemadeafterpartyas effectivereceiptofeach payment from the client.article 6validity and term6.1 this agreement shall come into force on the date of signature and shall remain valid for 1 year. this agreement shall remain valid until the end of the project if the project is under implemention when this agreement expires.6.2 in the event that the client unilateraly rescinds the project contract for any reasonbeforetheexpriationoftheproject,thisagreementshallautomatically become ineffectiveness. however, the consultants shall still make necessary stepsto assist party a with the client to confirm the validity of the part that has been performed and ensure in obtaining the payment equivalent to the value of the part that has been confirmed.article 7-force majeure7.1 if the agreement is prevented from execution by force majeure, the prevented party shall promptly inform the other party of the event and the detailedinformation about the event and the certificate that proves how the execution of the agreement has been influenced by the events.7.2 in this clause,“force majeure ”means an event cannot be forseen by the parties, beyond the control of the parties, which makes it impossible for a party toperformitsobligationunderthecontract,includingbutnotlimitedto:natural calamities;and/or,any changeofforeignexchangecontrolpolicy;and/or,any publication of new laws or regulations as well as the introduction of governmental measures or the practicing of administrative acts which may be likely to affect the performance of this agreement.7.3 in case of the force majeure, the executing period of the agreement shall be extended to a period equal to that of the accident.7.4 bothpartiesshallnotdemandcompensationofeachotherforlosses caused by such a force majeure.article 8language8.1 all documents, communications or notifications referred to the present agreement, or which may be required under the terms of this agreement, shall bein englisharticle 9governing law and arbitration9.1 the agreement, including without limitation its conclusion, validity, construction, performance and settlement of disputes, shall be governed by the laws of the peoples republic of china without giving effect to the principles of conflict of law.9.2 any disputes arising from, or in connection with the agreement shall be first settled through friendly negotiation by both parties. in case both parties reach no settlementtodisputesthroughamicablenegotiation,the disputesshallthenbe submittedtochinainternationaleconomicandtradearbitrationcommission (cietac) for arbitration in accordance with its arbitration rules in force at the timeof application for arbitration. the arbitration shall proceed in beijing. the arbitralawardis final and bindinguponboth parties.thearbitrationfeesshall be borne equally by both parties9.3 to the fullest extent permitted by the law, this arbitration proceeding and the arbitrators award shall be maintained in confidence by the parties so as to protect relevant valuable information or intellectual property rights.9.4 notwithstanding any reference to arbitration, both parties shall continue to perform their respective obligations under the agreement except for those matters under arbitration.article 10entire agreementtheagreementanditsannexuresconstitutetheentireagreementand understanding between the parties with respect to the subject matter hereof, andthere are no additional or other promises, representations, warranties, agreements,or understandings, whether written or oral, except those as contained herein.article 11no waiverthe failure of either party to insist upon strict adherence to a